


The Making of Michelle Jones

by Alice (spideychelle_romanogers), piddling_golem



Series: The Making Of Michelle Jones [1]
Category: Marvel Cinematic Universe, Spider-Man - All Media Types, Spider-Man: Homecoming (2017)
Genre: F/M, Michelle as the girl in the chair, Slow Burn, and back to lovers, lovers turned rivals, mostly canon
Language: English
Status: In-Progress
Published: 2016-12-13
Updated: 2017-09-23
Packaged: 2018-09-08 06:23:51
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 23
Words: 64,443
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/8833813
Author URL: https://archiveofourown.org/users/spideychelle_romanogers/pseuds/Alice, https://archiveofourown.org/users/piddling_golem/pseuds/piddling_golem
Summary: Michelle Jones and Peter Parker are meant to play a role in each other's lives, reluctantly or otherwise. No matter how hard they try to escape each other, they make their way into each other's narratives as anything between rivals, family or each other's first love.





	1. I Doubt Myself

**Author's Note:**

> Edit: The biggest off-canon change is that this takes place after Peter's cameo in Civil War but a year before Homecoming rather than two months. It is the start of Peter's freshman year in high school and he's just finished helping Tony Stark a few weeks ago.

Peter never knew just how complicated high school was going to be. Everything you saw on TV and in movies was relevant, yes, but it didn't quite cover all of the conflicting feelings on the subject. Yes, it was scary. It was nerve-wracking really. It was full of beautiful girls - like Liz - who distracted you at every turn. Then it's full of fat mouthed bullies that don't know what's coming to them in their sad, sad futures. That was all to say without mentioning the drama and conflict going on behind the scenes, pressure from parents - or in Peter's case, his aunt.

It's not that being in high school was just terrifying - but when you'd been through all he'd been through, it was boring. That was the scariest thing about it. Perhaps he never let his feelings bubble to the surface, but inside he couldn't help thinking about just how much else he wanted out of his life, out of this bubble full of cliques and locker room scuffles. He had fought the Avengers - he still couldn't believe it himself. He had been evaluated by Tony Stark's people. He had a costume designed for him. He had training. He faced off with Captain America.

His dreams were coming true, he was becoming a real superhero and he couldn't tell anyone. Stark tried to relate to him but always missed the mark. Peter was alone in his experiences. He had no one to tell about just how isolating it was to get everything you wanted and then be expected to go back to a life where all you looked forward to was running away. He scribbled furiously into his notebook during physics, trying his best to drown out the four walls around him. He tried to ignore the teacher berating the football players in the back and the girls painting their nails in front of him. He drew himself again, reimagining Spider-Man in an image that maybe he would be able to stomach.

He didn't think that going back to his old life would feel quite so green. High school life was nothing like the real world. Out there, he was a hero. How was he supposed to go back? He couldn't understand why he had to go through with returning, why Stark couldn't find a way around it for him. All Tony would talk about was the value of enjoying your youth while it lasted but Peter didn't think he had anything to enjoy.

"Parker, stop doodling," he heard his teacher quip over his head. He stopped immediately, slowly snaking his arm behind him and ignoring the chuckles from his classmates. Peter wasn't one to think he was above anybody, no, but he was over it. Over it was just the best way for him to say it. He was tired of being alone and feeling felt like no one except his best friend Ned could understand him. Ned was a sore subject too. Peter was grappling with whether to tell him his secret. Really, the only person stopping him was Tony Stark, and Peter knew he wasn't going to fight him on that point. He heard a snort from next to him and saw Michelle just as she turned away from his sketchbook, returning to her reading.

"Got a problem with superheroes?" he asked as bored as she looked. She shrugged, continuing to read her book.

"Spider-Man is cool," she breathed out, uninterested in pursuing the conversation further. Though her words had no investment in them, they were enough to make him smile briefly. He wished he'd had a moment to ask something but he knew it wasn't worth it with Michelle. No one could really call her out from her reading.

Peter had this problem with staring. He realized this when he saw her look him in the eyes just moments later. He had been thinking about the look of her, how exhausted she seemed as she smiled into her book, when she caught him. She raised an eyebrow, as if ready to take offense to whatever insult he looked like he had been gearing to send her way. He knew she was quite used to them. Occasionally throughout the year, he'd hear guys give passive notes about her looks. The one time Peter tried to jump in to her defense, she'd yelled at him, so he knew better than to try and save her. Now though he was tempted to apologize because he knew she was expecting the worst of comments.

"Sorry, I was trying to read over your shoulder," he lied. He used to be a terrible liar, but habits build steady hands. She brightened at that, like hearing about someone taking an interest in her books was a radical idea she could get behind.

The school bell interrupted them. Peter had to say he regretted that a bit. He almost never had a chance to connect with Michelle and it would have been nice to connect to one other person at this school. He didn't know why but the girl always made him curious. She seemed like a very decent kind of person. He didn't know much about her despite their years at school but something in the way she acted was particularly confusing to him in a way he wanted to solve. Perhaps his interest stemmed in that she was just about the only other person at this school who looked as tired and bored as he felt all the time.

"See ya," she mumbled as she picked up her books and walked the other way. He was swiftly reminded they couldn't be friends, because she never really liked him. She tolerated him and Ned more than the other kids at this school, but never by much.

* * *

Lunch was its usual routine with Ned. Ned was talking all about his new Captain America comics and Peter had to admit even he found them super interesting. Meeting the real thing is really no form of satisfaction when you're a fanboy. He tried to withhold his own personal gut wrench at knowing the events passed between Captain and Tony. He'd heard the rumors while he was at the Avengers Institute. Looking at Ned as he grinned at the illustrations, Peter wondered about what kind of joy he'd get out of telling his best friend the truth about his summer.

Michelle sat alone at the table next to them again. It was where she always sat. Occasionally the table would be full when the cafeteria was overflowing with people, and on those days, Peter and Ned would sit with her too. However, the cafeteria was bare, and that gave her the time she needed to seclude herself into a cave of hardcover books. Peter didn't know what had possessed him to interrupt her, but he found himself suddenly standing up and walking to her.

"Hey, so," he started lamely, already forgetting what he'd had to say. She was staring at him expectantly, sipping her school-supplied chocolate milk. Though he'd seen her sit down minutes ago, he noticed all the food was already gone from her tray. She must have eaten fast. "What do you like about Spider-Man?" he asked lamely.

"I think the general concept of any man being able to swing from a string attached to buildings is pretty impressive," She answered briefly, clearly still wondering what he was doing there. To make matters worse, he couldn't stop himself.

"Yeah, I guess," he tried, looking again to her tray. "Do you want my food? I'm not going to finish it. My Aunt May made me a sandwich-" he was talking too much and it was so hard to stop. She looked at him, as though debating something.

"Sure, I'll take it," she said, a hint of a question in her acceptance. He picked up the food from the tray in front of Ned's own, and he collected it in his hands before bringing it over to her, carefully putting each individual item in the right tray slot.

"Enjoy." Peter asked himself very sternly in his mind just what he thought he was doing. The entire day, he felt like he'd been overthinking everything. Knowing that Michelle thought Spider-Man was cool provided a kind of self-indulgent distraction that he needed. He didn't want to keep thinking about secrets. He wanted to talk about Spider-Man. And yet, having had this realization he turned away from her and went back to Ned who was looking as confused as Peter felt.

Peter had to find a better grip on this secret. At this rate, he was doing some desperate things just to get distracted.

It took everything in Peter to resist approaching Tony Stark again. It was easy enough to get on the roof of his tower. That was one way the teen could always outsmart the billionaire. Tony often used him as a way to test his security mechanisms and Peter was still outperforming his inventions when it came to home security.

Peter knew he couldn't keep running to Tony with his problems though.

* * *

Deciding perhaps he could let off some steam, he broke one of Tony's rules for him. He quietly locked his bedroom door and slipped his limbs into his costume, tossing himself out of the window and escaping into the night. Uptown, his best bet was watching over the neighborhood and hoping something would happen. He knew if he headed downtown, he was a lot more likely to find something to do.

Crawling by a strip mall, he arrived just in time to watch men running. Where there was once a glass storefront display, the shattered glass was sign enough of what had happened and he took off in the direction of the men running away. Before long, there were 4 culprits tied to an alley wall by his net and police sirens in the distance as he flew his way back, knowing no one was around. He saw jewels strewn along the ground in random places from where the thieves had dropped them. He left most of the jewels stuck to the thieves' hands so the cops would have the evidence they needed. However, he had learned the hard way that despite reports of theft, the police were not always diligent about returning all of the stolen property, especially not once it was reported as 'lost'.

So there he was, probably a comedic sight, walking down a sidewalk and picking up every pearl and gem he could see. By the time he made it back to the jewelry shop, it was probably just 10 minutes later. He used his web to seal up the glass wall, and he used the front door to enter. The store was dark, empty of people. There were mannequins strewn across the floor, easy to assume that they were there after the thieves did their business. As the door chime jingled out its tune, his hairs stood up when he heard a slight stumble. Had he missed someone?

He crept through the store slowly, hearing a scramble accompanied by the jingle of necklaces colliding. He stuck himself up on the ceiling hoping that he could use the element of surprise. Seconds later, he was above her, a small framed girl hard to make out in the light. She pocketed the necklaces and quickly zipped her bag. One hand to her purse strap, she rushed her way to the door. Peter was about to stop her when he saw her turn just as she reached the door, looking to see if anyone was following her.

She opened the door, and Peter reached his arm out. Simultaneously, the cheaply made ceiling tile he was on caved to his weight. Not even by an inch, the web missed her arm and hit her purse instead. She pulled once to resist her arrest and the purse fell open. Peter, meanwhile, was trying to catch himself, his mask pulled off by the sharp corner of one of the shelves. Picking up what she could she raced again out the door before Peter could even hide his face and reach her. By the time he got to the door, she was already a block away. He couldn't even glance at his mask before hearing the police sirens go off. Running away was more important than catching her he decided. Looking down at what she left behind, he saw a wallet and brightened. He had a chance!

Before he even opened it, he made sure to plant himself on the mall's roof. He watched the police make their way around his web before he finally got through the wallet. It was a simple purple zip-open. He could have sworn he'd seen it before. Making his way through the very little cash and many different business cards, he finally found something incriminating - a school ID.

The style of it was perfectly familiar. The purple edges, the white stripes, the graduating year labelled on it in big yellow letters. It was almost as familiar as the girl in the picture.

Michelle.

Peter felt sick to his stomach.

Had he seen anyone else (except maybe Ned), he wouldn't have been quite so surprised. There were plenty of kids who got themselves into trouble all the time at that school. Michelle had never been one of them. She was the girl in grade school who'd threaten to rat you out no matter how small the rule you were breaking. She was a stickler and a studious one at that. Peter couldn't remember the last time she was without a book in her hand. He remembered seeing her read during their middle school graduation, and he remembered how much he made fun of her for it.

Michelle wasn't a thief.

* * *

The next day at school, he wasn't quite sure how to deal with Michelle. He still had her wallet. He didn't know what to do about it, but he hoped that he wouldn't see her at school so that he wouldn't have to think about it. The whole day could've been a good one. He was briefly distracted during gym, when Liz talked to him about her new sneakers. Peter couldn't remember a word he had said, but he made Liz laugh at some point so he called it a win. He'd managed to avoid Michelle all day until he was back in physics class. She sat next to him when she arrived at class, looking exhausted like always. He wanted to believe she looked even more tired than usual but he couldn't actually confirm that. Maybe he was just wanting to see guilt where there wasn't any.

As she sat, he resolved he wouldn't say anything about it.

"Are you drawing flying men today or will you actually be paying attention?" she asked, not a hint of malice in her sarcasm. He couldn't believe she was making conversation, but he supposed he'd deserved it.

"I'd rather give the hero thing a rest," he mumbled, gluing his eyes to the board as their teacher continued talking. He hadn't been listening ever since Michelle entered the room.

"I thought I'd just pick partners randomly, but it seemed a lot easier to just make you work with your neighbors," the teacher explained. "And don't forget this project is worth 50% of your midterm grade."

"What?" Peter asked quietly startled out of his thoughts.

"We're partners," Michelle answered in her usual bored tone. They were partnered up often on in-class assignments, but never anything significant. He looked at her nervously. She noticed his stare after a few minutes, whispering so she wouldn't interrupt their teacher. "Is there a problem?"

"You've got something in your teeth," he lied calmly. He never thought he was a very passive aggressive person, but he couldn't feel guilty about it long, considering Michelle's quip back:

"You stare too much."

Maybe he was being aggressive, but he spent most of the day stomping around the school, trying to figure things out. He had no one he could tell, but Ned had picked up on something being wrong. Peter typically didn't get so angry, not for this long. He'd been moody for ages now, but it seemed like something about this had really set him off. He just couldn't imagine that even someone like Michelle could be a let down. There were really so few truly good people out there. He was used to living in a city full of crime and people who made bad choices. He knew whatever prompted Michelle to steal could have been significant, but he couldn't imagine how. All during lunch he found himself glaring in her direction and trying to figure out whether the crime was one of greed or one of impulse.

Before long, lunch was over and Peter was still debating whether or not he was overreacting. His feelings were getting the better of him lately. He spent an entire week ignoring Ned once when he wouldn't stop asking why Peter disappeared over the summer. Maybe it was time to check his attitude.

School let out and he looked to his phone for the first time all day. Two hours ago, he had received what was just a brief flash of text. It was Tony Stark, but he put the man's number under a false contact 'Anthony'.

_Anthony: Don't forget to keep your head low._

Peter scowled. It was time to get Michelle her ID back, he decided just as he ran home to suit up.

* * *

_A/N: Thanks to my beta Splendid_Splendont for being awesome!_

**Notes for the Chapter:**

> I just really really loved Zendaya in that trailer.


	2. Too Proud To Ask For Help

There was a sudden realization for Peter in his planning that confronting a girl from his school was not nearly so simple as confronting any other criminal. There was a certain element of it that made him feel like a stalker. Unlike with any gruff criminal, he couldn't confront her on sidewalk without scaring her half to death. Though Peter hated it, he couldn't just stick her to a wall. Finding out when to speak to her by watching her walk felt more and more creepy as time passed. Eventually, he just watched from as far away as he could to feel less like he was doing something wrong.

Peter took a faint notice to the fact that her brother wasn't picking her up a few blocks away like he always remembered. She used to brag about being walked to the library every day. Peter knew her brother went to school in the area, so he figured it must have just been an off day. Michelle would have told him if that routine was broken, she always had a way of sharing the more thoughtless details of her everyday life. As classmates, he knew plenty of useless information about her but never anything significant.

This was feeling less and less like something Peter thought he'd want to do, but he had to take the lesson he learned from Tony. Steve Rogers betrayed his trust (though the exact details as to how, Peter had yet to find out). Tony pursued him though it was difficult to do because they were friends. Peter remembered all through his training that he was taught about how to stay true to his morals. It was difficult to confront people that you knew, but it was important work that needed to be done.

He followed her to a park, making himself visible to her from up in a tree branch above the bench she had parked herself on.

"Meet me by the bridge in an hour," he announced to Michelle, pretending not to notice her flinch when she first saw him. He knew a more public place would make her comfortable, there were plenty of rooftops near the bridge where they could have had their conversation.

"Why?" she'd said.

"You know why."

* * *

"I'm surprised you came," he admitted. Peter saw her the moment she stepped foot on the raised platform.

"What do you want?"

"Let's talk somewhere more private."

"What's more private than-" Peter didn't really ask her permission before lifting her to join him on the rooftop of the nearest building. Michelle screamed at the top of her lungs, and he was suddenly glad the building was so tall that no one would be able to hear or become alarmed. He tried to steady her when she landed, realizing she was shaking. "Afraid of heights?" he asked, trying to play it off.

"That was HORRIFYING," she answered him honestly, pushing him away from her to no avail. "Don't you ask people before you do these things?!" He'd never quite thought of it that way. He loosened his grip so she could get the space she clearly wanted.

"That'd probably be a better idea, yeah," he agreed sheepishly. Peter was so much more used to dealing with gruff criminals and rogue superheroes.

"What do you want?" she asked him, fear in her eyes masked by the angry expression on her face.

"We should talk."

"I don't know you."

"But I know you," he answered, pulling out her wallet with her ID on display. Peter didn't know when he let Spider-Man's persona form, but he could really feel the act radiating off of him when he talked to her. "I've met plenty of kleptomaniacs in my life, but definitely never a girl your age," he started, scaring her out of her frozen state.

"What?!"

"What do you think you're doing? You're way too young for this."

"I don't know what you're talking about," Michelle insisted, still clearly startled. He felt bad for scaring her this much and Peter willed himself to calm down.

"I just don't like seeing good kids like you getting themselves into trouble." Peter really couldn't tell how presumptuous and condescending his tone could get when he was in costume. He just felt like he was being himself now, a hero. This was Spider-Man speaking now, and he just wanted what was best.

"You don't know anything about me." She was pouting at him, clearly just waiting for him to keep going. After a long silence, he decided she needed to get the message as to just how long this conversation would be.

"Let's just start at the top, why did you steal the jewelry?"

"Are you going to turn me in?"

"That depends on your answer," he said, realizing now that he was just scaring her in an effort to get her to tell him the truth.

"I needed the money."

"Why?"

"What do you want?"

"For you to tell me whether or not this is worth turning in to the police."

"Please don't call the cops." Her switch into fear was so immediate Peter could only wonder what had triggered it.

"What were you doing that night?"

".….I was just walking past the robbery when I saw all the windows were wide open. The door was cracked, I saw all the jewelry. You don't understand,"

There went his pity. "Of course not."

"We need the money."

Peter felt like he'd been slapped in the face. "What?" Michelle had never been particularly well off, but he remembered having seen her house once when they were younger. She lived about the same way he did then, comfortable.

"Please just don't call the cops. I promise I won't do anything illegal ever again, just please don't tell anyone. I'm sorry."

"You have to explain."

"It's none of your business." Peter was being left to a million mysteries and none of his questions were even answered. She was right though, being Spider-Man didn't give him a right to pry. "Are you going to let me go?" It took him a minute to decide before-

"Yes." He handed over her ID and wallet.

* * *

Peter woke up the next day willing it all to have been a nightmare. He glared at his suit, as though it had made the decisions for him. He went to school dreading that Michelle would show up. When she wasn't in their first class together he let himself get worried. He wondered all the places she might have been before she finally turned up for the next class - Physics again.

He had never been more grateful that Michelle was such a stickler. There was so little time for small talk as she talked about details for the project, speaking the whole time and never really giving him an opening to respond. Peter was sure on another day, that would have been upsetting, but today it was a welcomed relief.

"Peter? Did you hear me?" She inquired, as though she'd been trying to get his attention all this time.

"Sorry."

"You look exhausted."

"Long day. What do you need?"

"Where are we going to meet?" Peter tried his best to resist asking about her home. He'd thought long and hard about their meeting the night before and he'd decided the best thing he could do was respect her privacy. "We can't meet at my place."

"Why not?" Peter internally winced. He really didn't think he'd be so weak to his own curiosities. He looked away when he watched her face twist, knowing he'd done the wrong thing. "We can do it at my house," he volunteered quickly, chickening out of his own interrogation. "Saturday."

* * *

Peter had spent most of the week watching her when he felt lost. He got a few updates from Tony's office regarding his new costume. They encouraged him to give its features a try without getting into any trouble. He knew that meant they'd be watching the news to make sure he didn't interfere, so he figured perhaps trying to figure Michelle's story out would be worth a shot. Peter was hoping to stop her and ask for the jewelry back. Even if she needed it, he didn't have a right to neglect that she should be giving the property back. After all, it wasn't his to give away.

For a day or so, when he did look for her, Michelle wasn't really doing anything out of the ordinary. Every day she left school, stopped by the park on her way to the library, then got home at about the right time for an early dinner. She almost never deviated from her schedule. One day, though, she went straight home. Peter told himself not to think anything of it, knowing better than to read too much into everything. He was already watching her schedule patterns, this couldn't get any more disturbing for him. He was about to leave his post when he saw her deviate.

Before long, he was trailing behind Michelle to a coffee shop where she was meeting with other girls he'd met in his year. They were inside for hours. He rationalized his actions to himself, noting that Tony had asked him to retire for the time being. This wasn't about fighting crime anymore. He just wanted to keep his friend Michelle out of trouble and he couldn't do that as Peter without revealing his identity as Spider-Man. This would be for the best. It was a healthy distraction.

Though Peter really tried to keep a low profile, he ended up assisting in a car chase between the police and some suspected kidnapper on the main highway. It was really only a matter of minutes, but from then on he sat on the rooftop of the cafe Michelle was in, tracing himself in social media as he watched live footage of himself. The debate about whether he was helping or hurting the city was still on, as it had been since his first sighting. By now, he'd learned not to let it bother him too much. Peter took that lesson from Tony, for sure, remembering how hated the man once was. In time the city would understand him too.

Peter was laughing about a post noting his upgrade in apparel when he noticed Michelle was leaving the cafe. He followed her again only to realize that she was just going home. Looking down on her, he decided then and there that he'd just wait a few days and inquire again. He had to get back to his own life. Aunt May was becoming increasingly concerned about how late he would stay out. Just as he was about to give up the tracking, Michelle left her home again. It had been only minutes later, but there she was in all black, dressed much unlike her.

Following behind her, Peter suddenly resented being in a city of tall buildings, though he knew his superpowers would be useless otherwise. It was just so hard to see her closely from rooftops and climbing the sides of buildings would slow him down. He tried make out details in his rush. She was wearing a hood over her head, her hair all tucked into her sweater. He didn't recognize the area they were in, but when she stopped in an alleyway next to a bar, he really wished they were anywhere else. "Michelle, what are you doing?" he mumbled to himself worriedly.

She looked around before she started texting on her phone. Moments later, a guy about five years older than them both appeared. "What are you doing here?" he demanded. "Do you know what time it is?"

"Please Benny."

"No, you shouldn't be here. Vin would not want you here. It's late and you have school tomorrow." Michelle pulled something out of her sweater. Peter craned his neck over to get a look. It was as though a single ray of light hit it and he just saw the glimmer. The jewels. "Where did you get that?"

"Your dad owns a pawn shop, right?"

'Benny' took them from her. "Where did you get those?"

"It's not important. Can you sell them?"

"You can't afford these."

"I found them. How much can you get for them?"

"At least a few grand."

"Then do it."

"Michelle, what did you do?" She never answered despite the long silence. "Vincent would be worried about you. I am worried about you." Still, she didn't speak. Peter wondered what he was missing. Peter knew 'Vincent' was the name of her brother. "Fine, I'll do it, just get out of here."

"I need a promise. Vin said I could trust you."

"You can, but I need you to get out. Do you know how not okay it is for you to be here?" Peter didn't need to see the shrug to imagine that was her answer. "Have you seen him lately?"

"I tried to visit these last weeks. They said he lost privileges because of fights with other inmates."

"That doesn't sound like him. Fighting."

"It's not him. I've been looking into-"

"Stop that. Look, I'll look into that, I'll figure out the sale, I'll worry about it. You worry about school. Vin would kill me if he knew you were even here talking to me." Michelle never even got to answer. The bar door opened again, a fight breaking out into the alley. Benny had backed away in time but Peter had seen the punch that accidentally pushed Michelle to the ground. The two men fighting were large, two times his own height and three times his width.

Peter immediately hit the ground, in action the moment he saw Michelle get pushed. She was in no immediate danger post-fall but he couldn't help but get involved. What he didn't notice was the flood of people who had been following the fight, trying to split it up themselves before he intervened. He saw the flash from the phone video taping the fight but he didn't stop. In what felt like not even a minute past, Peter had ended the fight. Before he could even so much as turn to Michelle, he was picked up by some crushing, stiff metal hands and torn from the scene in seconds.

Moments later, Peter was dropped onto a rooftop watching Tony Stark fly just a foot above the roof.

"What exactly do you think you're doing?!" he yelled, his suit unmasking his face. Peter tried to swallow but it was like there was a lump in his throat.

"This is not what it looks like!"

* * *

_A/N: Thanks to my beta Splendid_Splendont!_


	3. See Me Beside Myself

"I saw you on Facebook," Tony started. "You've got some great footage. You ever think about what could happen if anyone caught you? Do you know how easy it was for me to find you?"

"How did you get here so fast?" Peter asked first, though he had a whole slew of questions at bay.

"Do the math, genius. Let's go."

"Where are we going?"

"You're coming with me." Tony's tone had never been so serious before, Peter had never heard him sound so indignant.

* * *

Arriving at the Stark Tower, Peter spent every moment since he touched the ground working on his phone. Tony, with his back to him, began his lecture on why it was so dangerous for him to be out fighting crime at this hour.

"And honestly, a bar fight is beneath you. Let people handle it, that's what the cops are for-" Tony turned, having finally cooled down only to see that Peter was on his phone, clearly not listening at all. "Are you really texting right now?"

Peter immediately put down the phone, hearing in the inventor's tone that it had clearly put him off significantly to think that he wasn't listening. "I'm sorry, I was just-" Tony confiscated the phone to look at the screen. It was a google search for the distance between Manhattan and Queens. "-doing the math." The only way to fix this was to explain his logic, he assumed. "I figured it out from your record speeds. Your suit averages at about a mile a second at its fastest. Assuming about 11-13 miles between central Manhattan and Queens-"

Tony nodded, at least relieved that this conversation wasn't taking the turn he thought it was. "You don't have to finish that, I know what twelve times one is."

"I'm sorry," he started, not sure what he'd have to apologize for first.

"This is exactly what I'm talking about. You are a smart kid, Peter. You should be focusing on school." Tony was really, really hating how much like a father he sounded in that moment. He was just seconds from saying 'disappointed' out loud, like a proper tool. He took a moment to edit his own line of thought. He had to try to understand. "Why were you there?"

"It's a long story."

"Try me." Peter knew he couldn't tell the truth. He was also a bad liar, so he quickly found a version of the truth to tell. He let go of some honest facts he'd been unable to say to anyone.

"I can't just go back to school. How am I supposed to forget this summer? It was the best time of my life, fighting in the Avengers, helping you, I can't just pretend I'm a normal kid anymore. Being Spider-Man is the only time I even get to be honest with myself." Tony raised a hand, a gesture for him to stop speaking. He quietly considered his options, recognizing that Peter's plight hit a little too close to home.

"My hands are tied here," Tony said after a long silence. "I know where you're coming from, but you have to go to school. Think of your aunt. What would she do if you got hurt out there?"

"That wasn't exactly an issue last time," Peter retorted. Tony sighed. He deserved that one. He really was still getting used to the idea that it was fine to use Peter when it was convenient.

"I'm taking you home-"

"But-"

"Give me a few days to figure something out. I hear you. I really do. You've got to trust me on that." And with that, Peter was satisfied that he could at least wait just a little longer for some answers.

* * *

Tony had taken him home, but just as soon as he got out of the man's car, he waited until he was out of eyesight to hurry over to Michelle's home. Peter knew he'd regret going home without at least making sure she'd made it back okay. It was practically pitch black around him. He was sure he'd never seen such a dark night in his life. Queens was pretty lively and bright, usually. It wasn't as bright as Manhattan, but still.

Her house certainly didn't benefit from the low light. The color of the concrete looked like the dullest grey. He couldn't help but notice how dirty the place looked, by the sight of the garden. The plants looked like they hadn't been cared for in weeks. The door had a Christmas Wreath on it when it was almost October. Climbing the overgrown tree out front, Peter peeked through her window just to see if there was someone in the room. He'd seen the lump on her bed move and hoped that it would be enough to just assume that it was her. Not wanting to invade her privacy, he left it at that. He could rest knowing that she'd gotten home alright.

* * *

Peter had banked on sleeping in the following morning. When Aunt May called his name, he'd been ready to ignore her until he heard her actually bang on his door. "What's wrong?!" he called through the door, realizing as he woke that he'd never changed out of his suit.

"Michelle's downstairs, I just buzzed her in," May told him. Peter scrambled out of his bed, resisting the exclamations that threatened to come out of his mouth, for fear that Aunt May was still listening.

"Thanks," he said, choosing not to tell her that he'd completely forgotten about their meeting. Peter raced to his closet to pull on sweats, realizing that he'd have to skip the shower and hope for the best. Racing to the door without so much as a glance in the mirror, he ran across the apartment to reach the door before his aunt could make it. Just in time, he answered the door before Michelle could even knock.

Clearly, that took her by surprise. "What, were you watching through the peephole?" she joked in her usual disapproving tone.

"Weird coincidence. Hi," he flinched at his own segue. She was staring at him strangely for a moment, and Peter had the most irrational fear that she somehow found out his secret.

"You look like shit," Michelle observed finally. He sighed out in relief. He was about to answer when he noticed the bruise on her neck. She was swearing a sweater, so it was hard to tell, but he knew he'd seen it for just a moment.

"Are you okay?" he asked, nodding at the mark.

"I should be asking you that question. Were you going for a faux hawk look or-" Michelle had never been the most pleasant of people, Peter was reminded.

"Enough about me, thanks," he said, trying to keep things civil and moving on from the subject of how bad he looked. As they made their way inside, Michelle somehow managed to turn into one of the most polite people he'd ever met when she began speaking to his aunt. May loved Michelle. Peter knew by how often she asked about her. He had to be relieved that Michelle was so nice to May, as he knew he wouldn't be able to handle anything less, but it was still strange to see her so….well-mannered.

It didn't last too long though as his aunt left for the grocery store, a stack of pancakes left on the table for him and Michelle. Aunt May wasn't the best cook, but he liked that she'd tried to make something good for Michelle.

"Do you mind if I have some of that? I haven't eaten yet," she noted. Peter didn't say anything, he just shrugged. While he had every intention of trying to bring up the night before, or at least the bruise, he knew there was no right way to do it, so he spent most of their time together either focusing on school or on his plate of pancakes. Everything they talked about was relevant to their physics project until about an hour later, when he realized she'd been quiet too long and noticed Michelle staring over to the side. Following her eye line, he saw a picture of himself with his Uncle Ben. "How have you guys been holding up?" she asked suddenly, her voice much softer than he was used to.

"Fine," Peter said first. "Or, well, better. I have been anyway. Aunt May doesn't talk much about it." Peter realized the more he looked at the picture, the more he wanted to say.

"She's seems better lately, for sure." He tore his eyes away from the photo to look at her, question clearly on his face when she met his eyes and answered his thoughts. "I see her at church."

"Oh right." It was his turn to recognize her question. "Aunt May doesn't really want me to go to church with her. That's why I don't go." He hoped that she'd understand against all kinds of logic, but he knew better than to assume. "My parents were very secular, just like my uncle. She doesn't think it'd be right for me to go if it's not what they would have wanted."

"Ah, I see," Michelle answered politely, as though trying to relieve him of his own need to explain. He saw a look in her eyes he hadn't even seen at Uncle Ben's funeral. Back then, she looked at him with pity. Now there was some kind of understanding in her eyes he couldn't pinpoint.

The moment was officially uncomfortable, he could tell by stirring in his stomach and the look in her eyes right before she turned away.

"So any ideas?" Peter asked, hoping that would be the end of that.

* * *

Though at the time he hadn't wanted to approach the subject with her, once she left Peter couldn't help but feel like he needed answers. If he was going to try to help her, he needed to understand what was happening to her. He waited until the afternoon, hoping to spend some time with his aunt and finish up his homework. As soon as he was able, he pulled on his suit and headed to Michelle's house hoping she was there. Peter had been hoping she'd be somewhere less creepy for him to visit her in, but naturally that meant she was in her bedroom by the time he arrived. He tried to figure out a polite way to get her attention, but he knew that ringing the doorbell simply wasn't an option, so he settled for throwing pebbles at her door from the nearest tree branch. At first, he had startled her, but she didn't look as angry as usual.

"Shh! My father might hear you," she warned as she opened her window just enough to let herself stick her head out.

"I can come back later," he noted. She didn't answer that.

"How did you find me?"

"I tried to track you down after you stole the jewelry. Don't think I've forgotten that part."

"Is that your store or something? Why do you care so much?"

"I just came to see if you were alright after last night," he interrupted, hoping to get on to what mattered. She didn't have her sweater on anymore and the bruise was visible. Michelle pulled her shirt collar higher to hide it.

"Why were you there?"

"A simple thank you would be nice," he joked hesitantly, knowing he didn't mean it. He just didn't have a good answer for her.

"Thank you," she answered, lacking the sarcasm in her tone that he would've expected. "I mean that. I still don't understand why you came."

"If you're expecting me to just let the whole jewel thief thing go, you clearly don't know anything about me."

"Don't you have bigger criminals to be worried about?"

"I'm retired for the moment. Necessary evil," he said, trying to play it off with a casual tone. "That doesn't mean I'm not worried though. Seeing a good kid get themselves into trouble isn't something I'm just going to let slide."

"Why were you there last night?"

"Happy coincidence. I saw you get pushed though. Thought 'well, I can't help her if she gets crushed by two drunk dudes', so I figured I'd help. You still haven't told me why you need the money. Any chance I can get the jewels back?" he asked, playing dumb.

"Any chance we can have this conversation somewhere else? Anywhere else?" she asked, glancing back. Just as Peter was about to agree to her terms, he could see in his eye mask that he was receiving a message from Tony, asking him to hurry over.

"Can we do a rain check?"

"What?"

"I'm getting a call. Meet me at noon tomorrow, at the Pullman Library." He tried not to wince when he realized he'd picked the library she visited every day. "On the rooftop. I gotta go."

* * *

Peter rushed over to Tony's, sure that it had to be an emergency for him to be calling him over. It took some climbing to get to the deck floor of the Stark tower but he'd made it in record time.

He found the man sitting with his feet up on the coffee table. Though he was far away, he could only assume what was in his glass was not water.

"Hey kid." He heard the casual greeting from outside the windows before Tony opened the door.

"Where's the fire?" he asked, still out of breath from having rushed to get there quickly.

"No fire. I found the solution you wanted," Tony offered, clearly optimistic. "I was talking to a friend of mine about training you."

"Training?"

"You want to be an Avenger someday, right? If you agree to hop off the vigilante justice train, I'll make sure you get the training you need."

"Weren't you already doing that?"

"Fair enough, but I'll help train you myself if it'll keep you off the beat." Peter couldn't help but think that sounded a bit too generous for Tony's usual demeanor. The man was pretty fond of keeping his distance.

"Alright," he answered hesitantly. "When do we start?"

"Monday."

"It'd have to be after school."

"Okay. When is that?"

"When does school end?"

"Yeah, when is that?"

"I don't know, like 3:30?"

"Okay. Sure." Peter didn't know what to think, so he just turned to leave like he supposed he should. It seemed like that was all they had to say. "Oh and Peter?" Tony called to him. "I know your secret."

"What?" he asked, not sure what Tony was referring to but nervous at the mere sight of his smug smile. Tony pulled up a video on his phone, set up the vertical hologram and played the video of the bar fight, looping the moment between the two men entering the alleyway and his entrance on scene. It seemed like he had pulled footage from a camera set up that wasn't from Facebook. Perhaps it was a surveillance camera he hadn't seen. During one of the loops, Tony paused at a frame where you could see Michelle's face clearly.

"She's cute," Tony said with the deepest insinuation that the words could possibly hold onto. Peter's face went from one of concern to a simple glare.

"That is not-"

"No judgments here," Tony told him with a shrug.

"That is not what happened."

"Off you go, Spiderboy. See you Monday."

"It's-" Tony pushed him gently out and closed the door to the deck. "-Spider-man," Peter finished, knowing that Tony wasn't listening.

* * *

_A/N: Thanks to my beta Splendid_Splendont!_

 


	4. Don't Have To Explain It

After taking another swing in the gut, Peter had to call for a break. Limply hugging the floor, he wheezed for air as Tony approached him. They had been sparring for about half an hour, Peter having to fight Tony without his suit.

"This is sad," Tony noted.

"This is crazy!" Peter didn't want to complain but after a week of this, he'd had enough. He knew he was in training but Tony went very hard on him whenever they practiced. "When is our training going to stop kicking me in the ass?"

"You're right. We should cancel all of this. Just skip training altogether. You go back to school, I go back to doing anything but this-"

"Okay, okay," Peter got up slowly, having to pick himself completely off the ground like a sticky piece of meat. Every part of him was aching. He pulled his arms back up.

"I'm proud of you kid," Tony said, mostly sarcastic, before swinging again. He'd barely hit Peter before he collapsed. "Okay, I'm calling it. Take the next few days off. Keep practicing. Come back when you're ready." Peter stared after him, pathetically trying to get up and failing.

"Let me get back to street watch."

"You're at about saving cats from trees level."

"I can do more with the suit."

"You are only worth what you can do without the suit. Give it a few weeks, Parker."

* * *

A few days later, Peter had yet to hear back from Tony. He knew why he was being ignored. Somewhere during the break, he'd gone on to stop a few in-progress robberies on the local banks in his area. There was a system for figuring out when each of them was going to get hit, but he didn't really know what it was. Whatever the formula was for the timing, the police definitely had it pinned down so as long as he followed them, he'd always end up at the right place at the right time.

However, this led to him getting a lot of attention in the media and nearly getting caught twice. Every day the headline would feature Spiderman, with pictures of the criminals that were caught. Peter was going to try and read some of the articles but he heard Michele approaching him and had to shut down his tablet.

Getting through class was no big issue. She was generally occupied with her own thoughts. She seemed really fidgety, looking at anyone but Peter. Michele asked him to be the one to get the book when the teacher called for them to pick up texts at the front of the class. He didn't think it would cause any issue, but raising his arms to get the book and then carrying it over was enough to keep him wincing the entire time. Michele made eye contact with him, and waited as if she was expecting an answer. He didn't know what to say.

"Are you okay?" Michele prompted.

"Why?"

"You can barely move without groaning and that textbook is only like two pounds but you look like you're getting your teeth pulled."

"I, uh, I fell down some stairs." The expression on her face was hard to read. She leaned in and lowered her voice:

"Is this Flash again?" Peter didn't think anyone knew about that.

"No! I told you."

"Right. Okay. Stairs." Michele raised her hands in defeat. After a brief silence, she opened the textbook and continued. "What's the deal with you two anyway?"

"Just drop it already," Peter quipped back quietly. She didn't say too much after that and Peter really regretted his words. He was starting to think that it was concern in her tone and he quite liked that feeling. He wanted them to be friends. It was hard to get on terms with this decision he had and he wished he knew more about the situation. Michele wasn't one to open up but it was finally hitting Peter that she had to have a good reason for what she did.

He acted on an impulse as Michele began drawing on her notebook. "How's your dad?"  She stopped.

"Why?"

"I just don't think I've asked in a while."

"He's fine." She met his eyes, looking serious.

"I haven't seen him-"

"Just drop it already," she echoed. Peter nodded, realizing that reply was only fair. She started tapping her foot again, and it wasn't until he realized that she had stopped at any point that he realized she had been doing that all of class.

“Are you okay?” he asked after a minute.

“Just nervous.” Peter never met her again the next day. He had asked her to go to the roof of the library. It had been a week since he promised to meet her and he hadn't contacted her since as Spiderman. He just didn't have an idea or a decision on how to handle the theft. It didn't feel right to let it go all together but the only way to keep Michele around long enough to understand what was wrong was to postpone the decision.

* * *

Peter tried to dash to his room and get his suit when Aunt May stopped him at the door as he was on his way out. She was trying to get into the apartment with all of her grocery bags. He put down his backpack and instantly took one of the boxes out of her hands.

"Peter! Where are you off to?" she asked curiously. He was honestly just startled to see her. It was too early for her to be out of work. "And don't say work. Today is your day off." It was so uncharacteristic of her to be keeping track of him, Peter didn't even know what to tell her.

"I just got here. I'm just going to go up and study. Big exam tomorrow."

"Oh." Her demeanor changed completely. "I'm sorry. I've just been worried about you. You've been at your internship so many hours each day."

"Don't worry," he shrugged, "it's fine." He went to help her quickly with the grocery bags. He started unpacking as soon as they finished bringing them in.

"You seem tired all the time. I just don't want this to hurt your grades or run you down."

"It won't." For the first time, Peter really worried about his schoolwork. Parent-teacher conferences were coming up and Aunt May was a huge stickler about school, worse than Tony. If his grades went down at all, he knew she'd force him to quit the 'internship'. If only she knew how much it meant to him. There was no other excuse he could have for being at Tony's so often. Peter knew this was one of the least of his problems but it did add to his worry.

* * *

Finally running out, he had to sneak out the window to get to Michele. It wasn't that great an inconvenience, he just felt bad for lying to his aunt. It was one thing to keep secrets but he knew there was a chance she'd come and check on him. It'd look like he ran away to defy her or something and he didn't like the idea of that. He did his best to spare his aunt any grief.

Michele looked so upset to see him when he called her into the alley as Spiderman. She had been heading to the library, as always. If there was one thing Peter could appreciate it was that at least her schedule was predictable, even if she wasn't.

"What's wrong?"

"You made me go up on that rooftop for nothing." She looked so much angrier about this than was reasonable, he couldn't even tell where it was coming from.

"I know. I'm sorry. I had to cancel. You might have heard, I've been busy."

"Yeah, it's all over the news. "

"Can we go up and talk about this?"

"I don't want to go up there." He really couldn't see why she was being so difficult.

"Fine, pick a rooftop, any rooftop."

"You're missing the point. I hate tall buildings."

"Like you're afraid of heights?" he asked, confused.

"Shut up." It seemed like a quip at him for figuring it out. Michele turned and was suddenly staring at the street like she had seen a ghost.

Fear of heights. That made a lot of sense. Peter thought about how angry she was about getting picked up and taken to the rooftops. She hated getting picked up. It wasn't about him, it was about the altitude.

"Can-" Peter immediately forgot what he was going to ask when he followed her eye line.

It was Flash Thompson. Staring at them. About to reach for his phone.

Peter didn't even know what to do, he just immediately flew himself to another rooftop to get away. By instinct, he supposed, he grabbed Michele too. When they reached the roof of the café across the street, she was out of breath and clearly uncomfortable. He winced. He couldn't even tell what was worse, the fact that Flash saw them or that he just brought her to a rooftop seconds after being told that she was afraid.

"Sorry, it's a habit."

"Please get me down, I want to go home." Though she didn't sound scared, her tone was empty. It seemed more like a request than a demand. He nodded and took her down to the sidewalk, without a word about it. She shut her eyes the entire time.

 

* * *

  
The next day at school, Peter immediately searched for Michele the moment he walked through the doors. As soon as he saw Flash by Michele's locker, he turned back around the corner to watch from afar. Michele got to her locker, and was clearly trying to ignore him. Peter had to be relieved that Michele was willing to keep a secret. She wasn't really answering his questions.

"But you have to admit his voice sounds familiar!" he heard after a few minutes. He didn't like to see Flash raising his voice at Michele but it at least meant he'd be able to hear them.

"Thompson. It was the first time I met him. I don't know who he is or what he wanted."

"Just hear me out-" Peter came out from behind the corner, trying to look casual. "Hey Michele." He never really visited her outside of class and lunch, but she wasn't surprised when he approached. Peter would just do anything to get Flash to go away. "What are you two talking about?" He could already feel the 'none of your business' coming, but Flash piped in instead.

"Parker."

"Thompson."

Michele had been about to answer when she noticed the tension between them. "Okay. I need to get to class." She pushed past them and walked, not turning back even as they both stared after her.

* * *

The fact that Flash recognized Spiderman's voice concerned Peter. Had Michele picked up on that too? Maybe she knew who he was by now. He planned on inquiring about that during their class together but she never showed. She was marked absent and he couldn't really think of a good reason why. He took to reading the news on his tablet as he waited for her. After a few minutes, the class went on to start their lab project for the day. Peter worked alone when someone joined him. Looking up, he startled when he saw it was Liz. "H-Hi."

She chuckled. "I don't have a partner. Can we work together?"

"Yea-Y-Yes. Yes. That's-" He cut himself off when she started giggling. "That's fine." Peter understood in this moment the irony of how he was this training to be a superhero but talking to his crush was enough to make him forget how to speak English. She didn't seem to mind. He just hoped he wasn't blushing.

As they worked, he did his best not to stare. Focusing on the project kept him from saying anything stupid, but Liz seemed very interested in talking about anything but the project. That wasn't surprising, considering whenever he looked to her during the class he could tell she wasn't getting much done. Liz was more of a social person, she liked to talk too much to be able to focus during her projects.

Okay, maybe it was a little weird that he'd noticed that. Did that mean he stared too much? Was Michele right about that?

Liz talked most of the time, though, so he never had to say anything. Suddenly Liz was saying goodbye and he realized that the class had actually ended minutes ago. He packed up quickly, realizing he was going to be late to class. Before he could walk out, he saw Michele sitting at the desk closest to the door.

"Wait, you were here?"

"Came in late."

"Why didn't you come sit with me?"

"Liz was there. There was no way I was getting in the middle of that." She looked amused, like there was a joke he was missing.

"What's that supposed to mean?"

She laughed and stared at him for a minute. "Oh, you're serious." She didn't even bother explaining. Peter stood there and waited and she just didn't answer him. "Never mind." Peter wanted to get more out of her, but he knew better. Michele was never one for straight answers.

"Shouldn't you be leaving?"

"My next class is here. And that's still none of your business," she noted. At this rate, he was starting to get used to that answer. It never seemed to be related to her wanting to offend him. If she wanted to offend him, he'd know. He knew her well enough to start recognizing those patterns at least.

"Where were you?"

"Flash Thompson. He's been really needy today." She shrugged.

"What does he want?"

"I don't know. He's always trying to copy my homework. Doesn't take no for an answer." She was such a convincing liar just there. Peter didn't like the chill it gave him. If he didn't know the truth, he'd have no real chance of catching her. "Thanks for interfering before."

"What do you mean?"

"I saw you around the corner. Thanks for butting in." Peter had to soak in the fact that this was probably the nicest conversation they'd had in a while. "You're going to be late to class," she warned him, nodding at the clock.

Peter smiled. "That's none of your business."

Michele actually laughed.

* * *

"You want what?" Tony asked, as though begging Peter to say that he misheard. Peter was in the middle of training, now sparring with a coach specializing in some form of combat that Peter couldn't pronounce or spell, but it involved sticks and reaction time. Tony was wandering around their stage, working on a diagnostic for Peter's suit. This was so much more time investment on his part than Peter had expected. He had lowered his expectations after they talked about retiring Spiderman. Peter still couldn't figure out why Stark was so available to him when he so clearly didn't want Peter around.

"One of my classmates is convinced I sound like Spiderman," he lied. It was an embellishment of the truth at worst. If Tony taught him one thing it was that lies that get results are worth the trouble. "If there was just a way to slightly change my voice through the mask, I'd be able to cover my bases." He was heaving his breath by now, exhausted of sparring with his instructor.

Tony considered it. "One of these days, you'll have to start telling me the truth." Peter sighed. "Lucky for you, this sounds like a fun challenge. I've never had to use voice distortion in any of my projects before."

"Well, yeah," Peter noted as if it was obvious. Tony stared at him. "You always want people to know that it's you." Tony smiled.

"That's true. I'll do it. Speaking of covering your bases, would you like to tell me why you've been actively ignoring my instructions?" Peter picked himself up off the ground. "Do you think I don't read the news?"

"It's a long story."

"Uh-huh. You've got to be more careful. Remember you're still working out of your house. Anyone could be following you and you're not exactly equipped to go public." Peter had expected him to make threats or try to convince him to stop pursuing this case.

"That's it? Seriously?"

"I'd say 'don't go' but you don't exactly listen." The instructor switched tactics. With one swing sweeping across the floor, Peter fell to the ground with a loud groan. Tony seemed pleased. "You are getting better!"

"Really? Because it feels like you're just paying people to beat me up."

"Can't blame me for trying. Maybe then you'll listen."

* * *

 

Spiderman met Michele at the entrance to her house. She startled when she saw him on her porch. "I feel like we're both getting tired of me stalking you," he started.

"Yup."

"So why don't you just tell me?"

"It is non-"

"It _is_ my business." It was a full minute before she finally spoke up.

"Anywhere but here. That kid that saw us goes to my school! He's been following me all day."

"Yeah, sorry about that. I wouldn't wish that on anybody."

"What?"

"I just meant, he just seemed annoying. When I saw him." She stared at him. "What?"

"Nothing. You just make a lot of judgments at face value."

"What does that mean?"

"Nothing. Can we meet anywhere we won't get caught?...And don't say a rooftop." Peter shrugged. She sighed out, disappointed. "I know a place but you can't tell anyone."

* * *

 

"Is this wall ever going to end?" Peter asked, uncomfortable. He and Michele were wedged in so tightly Peter didn't even think he could breathe too deeply. There had been a rough staircase covered with caution tape at the opening. He knew ahead of time that this was going to less than comfortable. After dodging that tape, she pulled him into a tiny ridge in between two other walls, filled with scraps of metal and long steel bars. There was a bigger tunnel to slip through, a spacious one, but she told him to join her in this suffocating hole instead. Peter felt like the walls could crush him at any second. He'd seen a number of spiderwebs and even Michele seemed surprised at the difficulty. She had told him she hadn't been there since she was much smaller, but he didn't know she meant THIS small.

"This is the shorter way, trust me. The other way is blocked off. They didn't think anyone could fit this way so there's nothing to stop us." She pulled out of the hole and ducked under through a large hole in the wall.

Peter had no idea what to expect, but when he pulled through the hole, he was stunned to see the full tunnel. It was so spacious. The many levels separated the space, each step being about two feet taller than the next. The lowest level seemed like it had been paved in a specific pattern.

"Subway tracks," he observed. She nodded.

"My brother and I found this when we were just kids. We'd bring things here. We were obsessed with this show where the kids had some magic tree house or bus or something and they'd travel through time. We'd pretend this was our lair. It was a long time ago. I figured it had to still be here I just wasn't sure. It looks exactly the same."

"What is this place?"

"We never really figured that out. If it was a subway platform, no one ever finished it. I've seen some people come every once in a while to tape it off or add more signs but that's it."

"What happened to your brother?" he asked suddenly. Michele clammed up instantly.

"Why do you care so much?"

"I'm trying to find reasons to let you go, but you're not giving me a reason."

"I'm not exactly a sharing person."

"Just tell me why you did it and I'll leave you alone." It was a full minute until she spoke up again.

"My dad got injured a year ago at work. He can't walk anymore." She seemed to be debating with herself what to say. "We've been living off his disability checks and with my brother not around anymore, it's been sort of difficult to keep things going. His treatment is getting more expensive. The doctors think that some kind of surgery might fix it. But we can't really afford it. He's getting desperate."

"Desperate how?"

"There's this company looking for test subjects for some trial. He wants to sign up since it'd mean someone else would be paying for the treatment."

"That's good."

"I don't like the idea of my dad being someone's guinea pig. I know stealing seems drastic but he's all I've got. Turn me in if you want but I'm not giving them back. I don't want him to do something he'll regret. He's not thinking clearly."

Peter stayed quiet for a long time. He was trying to figure out what he could do. It would be wrong to let this go. He couldn't just start making exceptions. At the end of the day, whoever owned that store was going to pay for the fact that Michele stole. The property wasn't Peter's to give away, even if he stopped the other thieves. Michele didn't have the money or means to pay it off and neither did he.

"Use the money," he said finally, knowing that that was the one part of his answer that he knew for sure. "We need to find a way for you to pay it off."

"Pay it off? Like what?"

"I don't know yet."

"Don't your have your hands full with the Kerrig robberies?"

"The what?"

"The bank robbers."

"Kerrig?"

"All of the banks they've hit so far use Kerrig safes. They have some universal key or something. It was a flaw in their repairing model."

"How do you know that?"

"I did some digging."

"Why?"

"I don't know this is just something I do. Benny says he knows a guy who was bragging about it at the bar a few years ago. He disappeared off the map or something, no one knew where he went." Peter had an idea but he held back, knowing it'd only make things more complicated. If Michele could prove useful to his work, he could possibly find a way to pay back the jewels. Surely there was a criminal or two they could lift money off of. Maybe it wouldn't be right but if they were going to jail anyway surely it didn't matter. Michele pulled him out of his thoughts suddenly. "It's really weird talking to a mask. That eye thing is creepy-"

"Meet me here tomorrow." Peter immediately ducked under the hole and started making his way through the thin wall again. Michele didn’t even get to answer but it was probably better that way. He already knew she'd try to refuse.

 

**Notes for the Chapter:**

> I'm back! I had to cut the chapter in half but more soon.


	5. THIS WILL STAY SPOILER FREE - an author's note

Hey all! I can't see in the rules if I'm allowed to just post a quick author's note. This is just to say I finished school, I'm back and I'm making edits but I hope to have a chapter up today! Will not abandon this story. I saw the movie and I'm trying to keep this spoiler-free while also utilizing the info from the movie that isn't spoiler-y. I'm super excited about this project and I am coming back! No school to take me away. I wanted to get this up because I want everyone to know: I WILL NOT SPOIL THE MOVIE. <3 Reading on from this is safe.

Edit: My family was very enthusiastic about keeping me away from my computer. But I'm here, writing the chapter up today. Didn't forget. <3


	6. I'm Over Picking Fights

_I've decided I'm writing this whole fic as a prequel to the movie. A lengthy one. This is first semester Freshman year for Peter._

* * *

"Did you bring your computer?" Peter demanded as soon as she entered the tunnel. She nodded.

"This didn't work last time," she reminded him.

"Tenth times the charm. We've been at this two weeks we have to stop these guys." The bank robbers were still at large and it was personal for Peter now in a way that Michele wouldn't understand.

"If the FBI can't stop them, I don't know how you're going to find them." Peter sighed out. "And I can't exactly help you either. I study law, not computers."

"You're in high school, you don't study anything special," Peter noted. That earned him a look that made him hold his hands up.

"What is wrong with you?" she asked, clearly still annoyed.

"Sorry, I'm sorry." Peter couldn't answer her. Not now. Before she could respond, the police radio in the tunnel went off.

"-42nd and 3rd," Michele repeated what she could make out from the call. He pointed to the laptop to make her keep researching but ran out before they could exchange words. "Take care of yourself," Michele said as he left. She always said it, always with sarcasm. Today it sounded more sincere than he'd like to believe.

* * *

No luck. Peter was practically ripping pages out of his notebook instead of studying when he got home. Aunt May visited him every hour as if something would change, something would happen to him. He couldn't believe the feeling he got every time he looked at her face. After that night, it was like everything about being spiderman changed.

Tony told him to drop the Kerrig case, saying he'd called the FBI. What good did that do? One hostage dead, two agents missing, and no progress.

* * *

Going to school was hard on both of them. Aunt May would hug him in the parking lot after insisting on driving him. Peter suggested that she get therapy, but she seemed sure that this fear would pass with time.

Peter wished this had happened to anyone else, as selfish as it was to think.

In class, he could barely look at Michele. It was as if she was on edge with his behavior, whether he was Peter or Spiderman. She could always tell how he was feeling. As soon as the lab began, she spoke to him as the class got louder and louder, drowning them out.

"I know you normally look like you're about to throw up these days but you've gotten to a dying stage green lately that makes me uncomfortable."

"Not now, Michele."

"Talk, Parker."

He couldn't level with her as Spiderman. Maybe this was the time. He didn't want her to keep bringing it up. As soon as his mind was made up to tell her, the words poured out of him. "Aunt May- she, uh. We-" Peter swallowed and tried again. "You know those robbers going around town?"

"What happened to May?"

"We were there."

"Last night?"

"Last week." Peter winced when he saw the recognition in her eyes.

"When the one guy-"

"Yep." She didn't speak for a really long time. She took over their project, completing it earlier than the rest.

"Peter, you should be home. You shouldn't have come to school."

"I'm fine. It's May I'm worried about."

"Did she see?" Peter shook his head.

"We were hidden. Behind a table. We didn't see him-"

"Two kids were sent home because their parents were at last night's. You shouldn't be here."

"I'm fine. I can't miss class."

"Peter." He ignored her for the rest of the class as she spelled out reasons for him to go home. He was lost in thought.

* * *

_Last week._

It was a Sunday morning. Everyone knew better than to go to the bank after dark, so the local banks had decided to close during those hours to protect their customers. Aunt May was just going out of routine to take money out of her bank account for two weeks instead of one because of the recent robberies. Peter insisted on going with her, not because he thought anything would happen but because he wanted to scope the bank out. It was the best time to do it.

Everything was fine. Aunt May was next in line, then she had her money. They were ready to go, but Aunt May had to go to the bathroom. Peter waited outside. He saw the men coming in, but before he could do anything, they made eye contact with him. He recognized the unmasked face and the glint in his eye had been enough to make them nervous. They put on their masks. Peter didn't have a suit, but he was ready to run for them when he heard the door to the ladies' room open and Aunt May come out. He turned around and pushed her back inside. They hid in the handicap stall as the robbery went down. Peter wanted nothing more than to go interfere but he knew he couldn't leave Aunt May's side or she'd go after him. She cried quietly and Peter held her, promising to protect her if anything happened.

The thing about a situation like this is your immediate thought is about how you will die. It's not about options. Not unless you're Peter. Peter had not yet reached a crisis where he knew it was the end. But he watched his aunt stare at him in that crisis like the worst part of this was that he tagged along. She was imagining their death, and Peter imagined what he would do if he couldn't save May. He imagined her death over and over, every situation in which he would fail to save her. She was his only thought.

Then the gun shots started. Peter's heart froze. His aunt cried out and he covered her mouth. She was sobbing and he was doing his best to calm her down without words. Seconds passed by like years. The gunshots echoed in Peter's head. The trauma of the matter wasn't the results of what happened in the situation, it was the moments where he didn't know what was coming, where he imagined their death so often it crushed him as if it was really happening.

Then it was over. There were police sirens. Peter put his aunts into the arms of a police officer who escorted them out as she sobbed on him. They stumbled down the path. Peter felt like nothing could ever be wrong again because they got through the experience. Then he saw it.

A body bag.

It was in the center of the room. Like it was waiting for his notice. There were two cops standing next to it. The cop escorting them out blocked his view. He was a young boy, he assumed they thought they were protecting him. Perhaps they were. If he had never seen the body, he never would have felt this splitting ache.

"Was it an officer?" he asked, as if it would change anything. The EMT attending to them shook his head.

"Just a man." Peter stared at him like he had to be wrong. "He died a hero." Those words echoed in his head for days. So he spent the time quiet and sick to his stomach, wondering whether he had done the right thing. Was Aunt May's fear really a good enough excuse for him not to have done his job? He could have saved that man.

Of course Tony knew he was there. By the next day, he called a meeting. During that time, Peter didn't say a word until Tony proposed that he take the suit away for a few days. As he reached for Peter's backpack, Peter threw it behind him.

" _If you take this away from me, I don't know what I'll do._ " Peter remembered saying something along these lines. The words and his dead tone were enough to scare Tony into submission.

* * *

 

_Present._

In just days, his life took a dark turn. He went from sharing a laugh with Michele to pushing her away. Liz reached out to him when she heard from Michele what happened. If he had the capacity to understand, he'd have noticed Michele told Liz as a way to help and distract him. Instead, Peter just slammed Michele's locker door closed in front of her and asked who else she'd told. She said no one. Peter flinched when he saw the fear in her eyes. He shouldn't have been so harsh. He apologized but she scurried away from him and avoided him for the rest of the day.

* * *

 

He only visited their tunnel to pick up some information they'd found. Michele was there working harder than he'd ever seen her.

"The debt is forgiven," he announced.

"What?"

"You don't have to repay the jewels. Go home." There was a lot of silence. He thought she was packing. He heard her go through her backpack. He picked up her laptop and began searching. She threw paper in front of him. When he looked down, he saw newspaper clippings about the robberies.

"We have a job to do and I have a debt to pay."

"No, you don't. Go home I'll get you your laptop later."

"I am not leaving until we catch them. It's personal now and you can't stop me." Peter looked up at her, baffled. He'd been so rude to her and now she was going to Spiderman to catch these robbers. It was personal for her when they weren't even friends.

Michele was a good person. The dark lens his entire life took since the robbery lightened a few shades. They stayed up all night to figure things out. The whole day passed, the whole night passed. No robberies. They caught a few leads by daybreak. 

* * *

Peter hurried off to school to change into his normal clothes when Michele left the tunnel. He met Michele in the hallway and she yawned before greeting him.

"Late night?" he asked, yawning too.

"Yeah. You?"

"Same."

"Looking at porn?" she joked, as if everything was fine and he hadn't crossed a line the day before, slamming his locker. He laughed louder than he normally would have, exhausted. He was just lucky she wasn't putting two and two together.

"Michele, shut up," he begged, laughing still. She laughed and split ways as she went to class. They shared a quick look before going back to their separate ways. Things were back to normal again. Traumas, like all things, have a way of grabbing you. Peter wrote this into his journal, the one he'd been keeping since he became Spiderman. It didn't mention his name or Spiderman's. It was just his thoughts. Traumas pull you into their hold and it's like the entire world has changed with you. He's not going back to the way he was before this happened, no. Aunt May was still scared and he was still haunted. But one thing about his life hadn't changed. Michele was not necessarily his friend, but she was stable. And that was what he needed in a moment like this.

Now all he had to do was get back to work.

 

* * *

_I am without a beta at the moment so if anyone knows someone or just has time themselves, I'd love some help. Not looking for anything super serious._


	7. I'm Trying To Mend It

**Notes for the Chapter:**

> Disclaimer, I've been travelling a lot and realized I had lost part of the plot at some point. So I've been checking my facts and I have a tracker now so there shouldn't be anymore issues. Feel free to let me know if there are any. This is still a canon-following Homecoming prequel and still mostly spoiler free. The only canon defiant fact is this story takes place after Spiderman's Civil War appearance but ALSO one year before Homecoming, rather than two months before.
> 
> I want to send the biggest thank you to my lovely beta MythologyStar for fixing my fic and also for generally being awesome. <3 I can't tell you how pleased I am about this chapter.
> 
> EDIT: I accidentally deleted this chapter when trying to edit the title. Luckily, I had a backup. I really need training wheels. Thank you to my beta and cleverboy1123 whose comments I deleted by accident when the chapter went down. Sorry, my bad! <3

It was Thursday morning and Peter had never felt that his life would be so… _dull_  after everything. The woes of the weeks past were still on his mind, leaving this permanent heat at the back of his neck like something bad was going to happen. Ned would often find ways to calm him down during lunch and Michele would call him out when he got too lost in his thoughts. So between the two of them, Peter managed to get through the days. For half the week, Michele was absent but he didn't ask any questions for once when she came back.

Not that it wasn't a surprise to him. He was sitting in his biology class ignoring the notes he could have been taking and reading the headlines about Spider-Man instead. His alter ego had been receiving some interest after his back alley bar fight footage went viral, and he was trending online on social media. Hey, there were even a few fan clubs, too! Every now and then Peter would also spot a blog article about how the bank robbers were still at large. Huh, and the- 

"-You still stalking that guy?" Michele's sudden question made him jump, startling him out of his thoughts. How she managed to sneak up on him with his heightened hearing was a mystery. Peter immediately shut off his tablet and turned to her.

"Hey, you're back!" The enthusiasm was supposed to sound sarcastic but with his shock it came out like he was far too excited.

"What are you hiding?" Michele seemed amused but to Peter's confusion she pulled out her phone and intently stared at the screen. Peter watched her, waiting for her to finish whatever she was doing but her focus didn't relent.

"You've missed a lot of notes, you know," he said suddenly, realizing he wanted her attention back. This was an unfamiliar feeling. "I could give them to you later. There's a big exam coming up if you want to study togeth-"

Michele took the tablet out of his hands and unlocked it.

"How di-" Peter found himself asking before it was too late. Michele scanned the opened tabs before Peter interrupted her thoughts. "How d'you know my passcode?"

"It's your birthday."

Peter stared.

"Wait, wha-I... how did you know my birthda-" Michelle showed him her phone. His birthdate was splayed out on his Facebook profile.

"You're not very interesting, Parker," she said, before smiling a little at his expense. Peter opened his mouth to tell her she was wrong when her smile became… _reassuring?_  Once upon a time, this was such an unfamiliar look. It was as though going through something horrible was enough to make Michelle see a different side to him. Someone she could relate to, perhaps.

Peter had to stop thinking like this.

"He's going to catch them, these things take time," she continued. Peter looked down at his tablet. The last tab left open was speculating how Spider-Man was going to take the robbers down.

"How do you know he's a 'he'?" Peter asked, to change the subject, "could be a girl."

She shot him a dry look. "He asks to be called Spider-Man and I'm willing to take his word for it." Michele stopped paying attention to Peter like she always did and went back to her book. That bothered him, he just wanted her to keep the conversation going, keep talking.

At the end of class, Michele called his name and Peter stopped and turned so fast even she seemed taken aback. "I hope you don't mind but I told my dad."

Peter realized she normally avoided talking about her dad unless she was talking to Spider-Man. "About….?" Michele nodded. "Yeah. Okay."

"My dad's visiting May later today. I just wanted you to hear it from me first in case I overstepped it."

"Oh." Peter knew he couldn't say much without giving himself away. "That'll be good for her." Peter was about to walk away, but even as he turned he thought to himself about how he slammed her locker door and just how wrong it felt. Michele shouldn't be checking with  _him_ , of all people if telling her father was wrong. Now was time for Peter to own up to his behavior, despite having a very good excuse for it.

So he turned around to say as much... and she was gone. Peter stared at the space she was as if she'd reappear.

He did everything he could in that moment to convince himself not to run home to see her father for himself.

* * *

 

The guilt wasn't minimized at all by the chance to suit up in the day time on a weekday. He just had to see Michelle's father. Crawling up the wall of his apartment, he sat on the fire escape by his window and watched them. Aunt May was taking the kettle off the stove to make them tea, and there was a short man sitting at the counter there. His back looked straight, but he held it with a light hand on the back of his hips. He didn't have to wince for you to know something was off with his posture.

Peter never realized he wanted to know where Michelle got her forceful authoritative tone that was so pronounced it could last in a whisper, but the answer was certainly what he needed. Her father had the same sound. He had the grumpiness of a much older man. Peter smiled to himself.  _Like father, like daughter._

"But this... this lab, are you sure?" May continued.

"Yes. I can't live this way much longer," Michelle's father broke his stiff posture and leant heavily on the counter. "I need to work. Can't sit at home or live between doctor's appointments; Michelle's been cutting school to help-"

His aunt looked up from pouring. "What if….nevermind." May just sighed.

He gave her a knowing look, "What if something goes wrong? Yeah, I know. Hope it never comes to that, but with Vincent away I have to try  _something;_  We're struggling enough as it is."

"How is Vin?" She handed him his cup, "Have you visited him yet?"

Peter watched as the two of them slowly relaxed around one another as the conversation continued. They were much more at ease now.

"Yeah, he's more worried about me than himself. The lawyer's awful. Too young. Probably Peter's age."

May let out a chuckle that didn't feel like she was acting at all. It was something rare to hear, especially after everything that happened. "I doubt that, David."

Michelle's father, David sighed. "But he looks like it, May. Don't change the subject, though. How are  _you_  doing? You've hardly..." the words faded as Peter began crawling back down the fire escape. Aunt May deserved at least some privacy. And now he worried that maybe he really owed Michele the same respect.

* * *

 

Speaking of which, she was late. Peter waited for her in the tunnel, writing in his journal to pass the time. It was uncomfortable to do while suited up but he couldn't run the risk. He wrote about the way fear made its way into his life in a way he didn't think he'd ever have to worry about. He thought about mortality in a way that was almost surreal.

Thinking about your own death was difficult enough at his age but having superpowers made the whole thing so much more unbelievable. Yet, he'd imagine situations where he could die, and what that would cost the people who he cared about.

_That_  made him stop writing for a moment, just thinking about how the last few weeks had fluctuated up and down. The trauma was so sudden and there was no warning.

It reminded him of the time his parents watched The Titanic with him, not knowing the plot twist in the movie. He'd grow up making fun of them for this but he remembered at the time the story was so pleasant and then  _BAM!_  The boat was sinking. That's how these weeks felt that now that he'd pulled out of the dark.

He still couldn't believe his parents hadn't known the plot.

And that shock in his system was really universal - even in how he behaved with Michele. First, he was laughing with her, then he was angry, now… now he was hoping to have more of her attention than he already did. The makings of a friendship? Hopefully. Peter didn't really know what to think.

Michelle came in and startled him out of his thoughts.

"Everyone jumps when I enter a room," she complained, baffled.

"I was just distracted." And definitely not thinking about her, of course. "You ever seen the Titanic?" The words were out of his mouth before he could help them.

Michelle shot him a puzzled look. "Yeah..."

"My parents made me watch that when I was young. They didn't know the plot of the film. Everything was so great and happy and then it wasn't." This story felt so much more relevant in his head. "Can you believe that? They didn't know the boat would sink." Peter chuckled to himself but was surprised Michelle wasn't joining him. She just stared.

"Are you okay?"

Peter rubbed the back of his neck."Yeah, sorry." He muttered sheepishly, "That was random. I'm fine." Michele seemed blown away by his words. "What?"

"You never share," she told him, then elaborated further "Like, you never talk about your personal life - it's been months now and I still don't even know that much about you."

What was he supposed to say to that? "Oh... well that's the whole point to a secret identity?"

"Don't get me wrong, it's okay. It's just surprising," she explained. Huh. "Did you see it in theatres?"

"What?"

Michelle sat down beside him, mimicking his position. "The Titanic, how old were you?" Peter blinked; The Titanic came out before either of them were born.

"I wasn't. I-I didn't. It was a DVD." Michele seemed embarrassed. "How old d'you think I am?" he asked curiously.

"I just….I guess I was expecting- I don't know, Tony Stark. Sort of. Shouldn't have assumed." Now Peter was the one feeling awkward.

"What do you want to call me?" he asked after a long silence.

"What?"

"I can't tell you my name, but I'll go with whatever you choose."

"So…..Karen?"

"Michele, shut up." They laughed, but there was a moment where she seemed thrown off by his exact choice of words.

"'Spider-Man' it is."

**Notes for the Chapter:**

> Thank you again to MythologyStar! <3 and to my readers for pushing me to keep going.
> 
> Sorry that this is short, I just want to make sure I keep posts coming while I'm away (in Peru, atm).


	8. Sometimes I Need Someone

**Notes for the Chapter:**

> Thank you to my friend splendid_splendont for helping me re-translate this!

Peter was still feeling pressured to try to recover their conversation from the Titanic reference. Perhaps it was just the added pressure of having spoken about his parents for the first time, but that didn't account for the fact that Michelle didn't necessarily know anything about his parents or that the reference was significant.

Michelle settled on calling him "hey you" when she didn't feel like saying Spider-Man. As she spoke, Peter thought he finally realized just what the stirring feeling in his gut was that would always come when he was around Michelle.

Michelle was quickly becoming one of Peter's best friends....but were they even friends yet if he wasn't wearing a mask? She was the only one who was friends with Spider-Man too. He saw her every day. He spent more time with her than even Ned. Honestly, it was nice not to have to be alone when he was Spider-Man.

Of course, he couldn't tell her that. There was no way to be completely honest. Peter got it in his head that he needed to do everything he could in order to keep the secret from her or else he would lose her. She was no stranger to secrets. Surely Michelle would understand.

In his distraction, he didn't see Michelle looking at him and sketching. He laughed. "What are you doing?"

"I am guessing what you look like," She turned over a sketch: a heart shaped face, thin lips, prominent cheekbones, droopy eyes, labeled: black hair, green eyes, medium skin. He couldn't stop laughing. "How far off am I?"

"Far." He laughed.

"I'm trying not to look too close. Was I right about anything?"

"Try again."

"Maybe tomorrow, I need a new theory." Peter took the sketchbook from her and started looking through the other sketches. They were all just faces, no one he would recognize. The quality went up the closer to the front page he got. "Those nice ones are my brothers. He used to do witness sketches, it's good money. And a good cause."

"These are great."

"I always told him he could be an artist. I'm sure he's practicing a lot now." Peter heard a tone in her voice, almost like she was about to share on her own and needed a small push. Michelle had never been so open before but he supposed it made sense. She could trust Spider-man by now. He didn't save her life or act like her hero but, as far as she knew, he was a decent person to confide in.

Still, he had to know, so he got ready to give her the push she needed.

"Are we friends, Spider-man?" she interrupted.

"What?"

"I don't know anything about you but I feel like I can trust you. Maybe it's the whole 'you're Spider-man' thing, but I've also never been a fan of superheroes." With Michelle, there was always so much to unpack and so little for Peter to understand right away.

"Why not?"

"Because people started to believe that the Avengers would save them from every horror, and they stopped trying to save themselves. No one out there looks out for the little people. You do though, so you're an exception."

"So you're my fan?" He joked. Michelle laughed.

"I don't really talk to people. I don't know if you noticed but I'm not very nice. Especially not after everything that's happened. So I don't really have friends and I've mostly forgotten how it works." Peter laughed and he knew it was a terrible moment to laugh, but Michelle was always very good with her words. She managed to look cool during such a vulnerable moment, Peter couldn't help himself, so he cut her off.

"Of course we're friends, Michelle." She looked relieved, and Peter really felt like he'd accomplished something. Where Peter lived in the moment, on the positive side of every issue, always backing up every issue with a resound and definite answer, Michelle was his opposite. She lived in the land of 'maybe'. She had a broad spectrum of 'I don't know' answers, all meaning different things. And you didn't know where you rested with her until she told you, but she wouldn't tell you until she had the answer herself. After everything they'd been through so far, he would have felt lucky she held a good opinion of him at all.

But they were friends now. Peter was grinning behind the mask and doing his best not to seem like it. He dropped the issue with her brother, knowing there'd be time for that another day. "Does this mean I get a sketch every day?" He asked.

"Shut up." Before the moment was over, Michelle cleared her throat, as if something newly embarrassing came to mind. "So Benny says his father sold the jewelry. It's enough for my dad to have his surgery. I just wanted to thank you, for not forcing me to give it back." Peter didn't know what to say. "I do plan on making this up to that family. And to you for letting me go. I don't know how but I will."

"I think where I'm concerned you're already making it up to me. You're like my…." Peter didn't have a follow up to that opening. He really, really didn't want to say assistant and he knew she'd punch him if he said sidekick. He looked at the laptop, got an idea and laughed. "Web-woman." Michelle let out a disgusted noise and Peter laughed at her expense, convinced he'd call her worse and worse names whenever he came up with them. "You found me a base, and you're helping me catch some really bad people."

"If only we had a new lead," She noted.

"We'll catch them. We just need a better plan."

"We need better tech. If I knew how to make my laptop stop taking a million years, we might get somewhere. But I know someone who can help." Peter probably had a much better idea. A certain billionaire with plenty of old laptops to donate, but he let Michelle take the lead.

 

**Notes for the Chapter:**

> Short but more coming very soon!


	9. Someone To Pick Me Up

"So you have- what, a treehouse?" Tony asked, seemingly amused. It was the first time since they'd last seen each other after Peter's experience at the bank. Peter felt a lot better and Tony's steel expression couldn't hide how relieved he clearly was that Peter was feeling better. It'd been weeks since they trained last, so getting back into it involved a slight learning curve to get him back on schedule. While Tony attempted to fight Peter, his trainee did his best to vaguely explain Michelle and her newfound position as his computer-bound sidekick.

"It's an abandoned subway tunnel in Queens," he said distractedly. _Spider-Man_ and Michelle planned to place a tracker on the Kerrig robbers, but _Peter_ and Michelle had to present the physics project that they barely even started. They were between ideas when the robberies came up, and at that point they were both too distracted to remember.

He wasn't so sure they were going to be able to juggle the two. Peter didn’t know how Michelle figured out his trackers. They were built into his suit at the wrist where he put his webshooters. The tiny little spider-like mini bots sprung out onto a target and attached themselves. They would then be tracked by a device Tony left behind that allowed them to watch the robbers’ movements on a map. Peter was grateful that it meant a real chance against their opponents.

"So, what, you just found that lying around and thought- hey, why don't I make my own headquarters?”

"No, Michelle found it." Tony looked like he'd had the wind kicked out of him.

"Please tell me you haven't told her." Before the lecture could start, Peter raised his hands against Tony's swings. Peter stared at him, not expecting him to be to angry.  "Peter!"

"No! I didn't tell her. She's….helping."

"It isn't safe for her to be involved." Peter didn't know what to do. He'd brought the tunnel up to try and impress his mentor and he'd trapped himself in a horrible movie. 'This life is too dangerous' and the like. Uncertain how to continue, he quoted a line from a bad mobster movie and tried to sound confident.

"I can't get rid of her, she knows too much," he said.

"Peter. If something happens to her, that’s on you."

"I know that," he sighed out.

"So what gives, Peter?" Peter appreciated Tony’s respect for his intelligence. He always did. He wasn't wasting his time on lectures of sentiment he already had or facts he already knew.

That was what made it hard for Peter to ignore the fact he knew it was wrong.

"I can't do this Spider-Man thing alone. I need help, and Michelle is good at getting information and helping me catch these people." It wasn't a good defense, but Tony took it like it was. He sighed, and gave a half-assed excuse about a meeting that didn’t even pretend to sound convincing.

"At least you're not operating out of your house," Tony concluded half-heartedly before walking away.

* * *

 

Peter wished he could say that the vigilante justice thing wasn't a total grade killer, but it was. He and Michelle were good students, and really smart kids. Yet somehow they were starting their final physics presentation the day before it was due.  There they were, sitting out of gym on the bleachers, trying to get it started.

"We're going to have to work on this after school," Michelle said, avoiding the word 'tonight' because she knew they planned to track the robbers. To Peter, the project had to be mediocre at best if they were going to keep their grades up. To Michelle, it wasn't just about the grade. They would have to do a presentation at the science fair. Peter knew Michelle got first place at the science fair every year in middle school. Keeping up her record was important to her.  "I have something in the evening though."

"We could work this afternoon and then start again before school," he suggested. It was crazy, but it could work.

"We could start again overnight," she countered. They both smiled, satisfied with that answer. Peter saw something move behind her and froze entirely.

Peter wasn't entirely sure how he felt about Liz but there was one undeniable fact: she was easily the prettiest girl in school. Peter didn't know too much about her besides that. They spent so few moments together. She was really chatty, which he liked. He would mostly sit there, listen to her, and try not to stare, but it worked.

"Michelle, can I get help really quick?" Michelle straightened up when she saw Liz approach. "I can't understand the last three questions on the Spanish homework."

"Oh, uh-" Michelle turned to Peter for a second, just trying to remember the questions. She noticed Peter's expression, though, and did everything to hold in a laugh.

"The last one is 'cuanto quieres comprar'," Peter answered hoping he was right. He was really good at Spanish. So many people spoke Spanish in Queens, it only felt natural that he put in the effort.

"Wow," Liz answered, distracted from her question. "Your accent is perfect." Looking to Michelle to see if anyone had seen Liz compliment him. He saw Michelle pull out the Spanish homework. She was clearly planning on just giving it to Liz but she made eye contact with Peter and smiled.

"Hey Liz," Michelle interrupted. "You should just bring Peter your homework. I haven’t finished mine." She stuffed the paper back in her backpack. "But he's great at Spanish." Liz nodded, looking to Peter to see if he was okay with that. As soon as she was out of earshot, Michelle collapsed into laughter.

" _Hey!_ " Peter couldn't believe she did that for him. She just lied perfectly about not having done the homework.

"You are so welcome. You owe me." She wasn't wrong. Peter kept writing out possible theories for projects until Liz came by, then he handed them to Michelle. Michelle went off and he caught a glimpse of her talking to Ned before Liz became his sole focus.

* * *

 

The beauty of Spider-Man and Michelle's friendship is that she did not need him to show up to be entertained. She didn't need him around all the time, especially not when waiting at the tunnel. He always found her doing homework or reading there as though it was her new replacement for the library. There was always a new stack of books occupying the space each week.

Today though she was there at the door waiting, tapping her foot. Aunt May always warned him about making a girl mad but Peter never had a girl to worry about making mad. Looking at Michelle, he felt the impulse to apologize despite having done nothing wrong. He froze in place and just stared unsure if he should say anything. He went for an apology, but she stopped him the moment he made a sound.

"When, exactly, were you planning on telling me that Tony Stark would be stopping by MY tunnel?"

"Tony," He cursed out under his breath.

"Yeah, I greeted him with a frying pan and he freaked out and thought I was trying to kill him. Then, like a million guys came in and started measuring the place. What are they doing? How do they know how to get into my tunnel? They said they were coming back!"

"Wait, a frying pan?"

"We have a rat. Mr. Stark rushed out when I told him."

"Wait, we have a rat?" That startled Peter so much that he had accidentally triggered a web so he could dangle from the roof. Michelle just stared at him.

"The Avengers, taken down by a theoretical rat." she mumbled before storming off back to her desk, clearly still unhappy. Coming back down, a little ashamed, he didn't correct her on the Avengers bit. What she didn't know wouldn't hurt her. He would one day be an Avenger. It was only a matter of time. Hopefully Tony wouldn't rat him out.

"I didn't think he would do that."

"Is this going to become a base or something? I refuse to lose this place. You can find another damn tunnel-" She was getting belligerent and it felt like this was about so many other things, especially as her face got redder and her voice got louder.

"Michelle!" He interrupted her, and she pouted, staring at him. He got close and put his hands at her shoulders for comfort, looking her in the eyes. "Michelle, calm down. No one is taking the tunnel from you."

"This is Vin's tunnel," She started, like she was about to rev up to another argument.

"I know," Peter assured her. "I won't let anyone take it." Whatever was worrying Michelle seemed to fade. After a while, Peter realized how close he was. Clearing his throat, he stopped staring and backed away, ready to get to work.

"Can you do the tracker mission without me? I have to go," she said suddenly. Before he could say anything, she was walking past him and hurrying out through the entrance. Peter looked around, feeling so alone like the walls were closing on him. He stared at the frying pan, the only other material in the room besides Michelle's stack of books and a few maps and papers. The place felt awfully empty without her.

* * *

 

Hours later, she arrived at Peter's door, backpack in tow. She seemed like she recovered from whatever it was that made her snap, but he was doing his best not to check. They had a long day ahead and Michelle had her game face on.

Aunt May made them fancy pancakes from a recipe off the internet, fully supportive and always bringing by treats. She always brightened up having Michelle in the house, Peter wondered if she ever wanted kids of her own, maybe a daughter.

Michelle looked so hungry as she stared at the pancake stack on the counter, Peter thought it was almost cute how excited she was. Aunt May had to make more less than an hour later. Peter gave Michelle his share of the batch, with an added note that she ate like a beast, which amused her more than it offended her.

They kept spirits up during brainstorming. Michelle showed Peter the list of ideas he gave her. "Since nothing else is working, this idea you had about Spider-Man. I think we should do it."

Peter nearly spat out his coffee. He wasn't even sure he heard her correctly. "Sorry what?"

"You suggested maybe we could present theories on the physics of his swing and his abilities, figuring out how fast he could go. I think we should do it. That is a senior level project. I have a few equations I got off YouTube theorists and some guesses of my own. It's perfect." Peter looked at the list he wrote, taking it from her notebook. It was there, just like she said. As soon as he saw it, he felt lightheaded. He blushed out of nerves and he could feel the redness getting to his ears. He was so distracted by Liz, he couldn't believe he risked discovery like that.

"Don't worry, Peter, I won't tell anyone about your crush on him," Michelle joked darkly. Peter tried to fake a laugh that came off as more of a huff. He'd really walked himself into this one. "I think we could win this one, Peter." Turning to her, Michelle's glee at the idea of getting a win with this project was something rarely seen. He wasn't sure she could get excited about much around him that wasn't about school. Mirroring her smile he decided he wouldn't be the one to burst her bubble.

However dangerous it was.

He couldn't help but observe there was something rather off about Michelle's energy. Like the excitement was coming from somewhere deep and sad.

* * *

 

The next morning, Michelle and Peter were too hyper from their coffee to really sense how exhausted they were. May bought some expensive espresso for them and they miscalculated just how much it took to stay up. Practically hopping down the streets, Michelle just couldn't stop talking about how they were going to win. Peter watched her, confused at her demeanor as he helped her carry the cardboard panels for their project.

"Cheer up, Peter!" she piped up loudly when she noticed his expression. "Think about Flash. Think about how mad he'll be when he loses. We can rub that trophy in his smug little face." Peter laughed.

"You're a good friend, Michelle," He told her. He messed up. He could tell in her expression. He didn't even know what he was thinking, saying that. She stopped in her tracks. Peter knew he should feel a bit odd but truthfully he felt like he had the right to say he and Michelle were friends. "We're friends, right?"

"Um, yeah." Michelle was quiet and Peter could tell the silence wasn't a good thing. Was she lying?

"You don't sound convinced," he pushed, a little frustrated. Why was she friends with Spider-Man but not Peter?

"It's nothing," she answered. He stopped walking.

"Are we not friends, Michelle?" Peter asked, unable to help the cranky tone in his voice. Having this conversation while exhausted was a bad choice. He wanted nothing more than to end the conversation as soon as possible, by whatever means necessary.

"Oh, come on, Peter." Her tone was so cold too. It wasn't her sarcastic attitude, it wasn't in good humor. Something was wrong. Before Peter could get concerned for her, she chose just about the worst excuse. "We barely know each other."

"Bullshit," slipped out of him before he could stop himself. She'd known him as Peter longer than she knew him as Spider-Man. What about Peter was keeping them from being friends? Her tone wasn't helping, but neither were their tempers.

"Excuse me?" Peter knew there was no good answer. Michelle sighed. "Peter, you are a really nice guy and all, but we don't even see each other outside of school unless it's for homework. Even at school, you're always disappearing and no one knows where you go. Maybe Ned thinks that's okay but normal friends aren't like that. I don't know who you are or what you're about. I don't even know what's going on with you lately." Peter was sure he'd never heard her be so cold but he hated the small truths in her explanation. She huffed. "We're going to be late for school, let's go."

* * *

It took until the end of the day for Peter to get over it, but he eventually realized they were both just exhausted and venting at each other. He was wrong to push Michelle and make her uncomfortable, and she was being really harsh on him. If she truly didn't know him, she knew better than to assume. Peter learned from her he had to work on his assumptions, but it was clear Michelle was also imperfect on that front. Which was fair.

When they met for the presentation, they mirrored each other's awkward looks. "We need sleep," concluded Michelle.

"Yeah. And we didn't mean it," Peter offered.

"No, we didn't," she confirmed. She was twiddling with her fingers and Peter had a feeling that something else was wrong.

"Michelle-" She winced.

"Do you mind, Peter? I have to get ready." She gestured at herself, and he understood it was an excuse not to talk but he nodded.

* * *

 

The teacher loved it. He said it was likely to get an award for the physics wing of the science fair. To which of course, Michelle countered with questions as to how they could win the overall. Peter chuckled a little at that before supporting her in the sentiment. Everything seemed fine. Peter chalked it all up to Michelle's stress.

He had detention later that day, he couldn't even keep track of why at this rate. But there he was, returning the bathroom pass to the detention classroom, when Liz knocked straight into him. Before he could react, she grabbed him by the shoulders to keep him from falling. "Peter, just who I was looking for. I need your help."

Peter had never heard more beautiful words in his entire life. Clearing his throat, he nodded and tried leaning on the lockers only to realize there was no wall where he was leaning. Catching himself, he nodded again. "Yes, yup, I can help with that." She hadn't even explained what she needed, so she aimed a confused stare at him before he finally realized his mistake. "Sorry, yes, continue."

"You and Michelle are friends, right?" Peter didn't like to look dumb but he answered the question with a resounding 'uhhhh' because he knew very well he shouldn't lie.

"Why?" Liz glanced back in the direction of the room she'd just left, the girl's bathroom.

"I don't know what's wrong but she's in the bathroom and she's crying. The decathlon team is waiting for her. I don't really know what to do. I don't know her very well." Peter, in his usual habit, stared Liz in the eyes for a minute, weighing his options.

This was going to lose him any street credit he could pretend he had. Despite the other kids in the hallway, he took in a deep breath and walked straight into the girl's bathroom without another word.

He had been pretty determined, but seeing Michelle on the ground with tear tracks on her cheeks had been enough to dismantle all ideas he had of the girl. It was wrong to think of her demeanor as cold. She was as sensitive as the rest of them and like Peter, there came a time where it was all too much. 

Michelle seemed so human all of a sudden.

"I'm fine, Peter. Get out. This is the girl's bathroom," she managed through hiccups.

"I don't care," he told her as he approached carefully. He joined her, sitting on the ground facing the same wall she was. "What's wrong?"

"I, um, I got some bad news. Is all. I'm fine." She coughed and another hiccup came. She buried her face into her knees. "I can't believe I'm doing this."

"Everyone needs a moment," Peter encouraged her. He really couldn't help but start theorizing what happened. Not knowing was torturous. He had the idea in his head that maybe someone did something, but that was too dangerous a train of thought because he knew Michelle needed him to be calm.

"I just want to go home."

"I'll walk you, make sure the coast is clear. Okay?"

"Don't you have detention?" Peter just smiled carefully at her and she nodded. Suddenly her behavior these last few days made sense. He just hoped he could help. Or, if not him, maybe Spider-Man.

* * *

Peter didn't get any answers but getting Michelle home was more important than anything. He met her at the usual hour in costume, only to hear her breathing a little shaky, faced away from the entrance reading a book as always.

"Michelle?" he seemed to have startled her. When she looked at him, he could see her eyes were swollen like she'd cried again. "What's wrong?" 

"I, um, I-I told my dad about the money a few days ago." Her breath got shaky. "He's still not talking to me. He's going through with the other surgery. He doesn't want to use money I've stolen. So it was all for nothing. I just wanted him to get better and now he's mad at me-" Her voice cracked so much she was almost whispering. Peter rushed closer to her. 

"Everything is going to be fine, Michelle. He must know you only wanted to help."

"I never should have done it. Of course he didn't want the help. I just don't want him to get hurt. What if something happens?"

"Nothing is going to happen."

"It's in a few days and I feel like I can't breathe until it's over." It was moments like these that Peter realized he understood what Tony meant when he said there are somethings kids their age just shouldn't have to experience. Michelle didn't deserve to be worried like this.

"It's going to be okay. He's going to be okay. Just think, they might be able to help. And if they can't, then he'll realize you were right. Everything's going to be fine, Michelle." She nodded, still shaking. Peter didn't know what else to do, so he hugged her until it seemed like she was better. Before he could pull away, there were footsteps going down the longer way into the tunnel. A man's voice cleared his throat. By instinct, Peter pulled Michelle behind him until he saw who it was.

"I hope I'm not interrupting anything," Tony joked.

Peter did his best not to blush behind his mask. "It's not a good time, Tony."

"What are you doing here?" Michelle asked, confused and still mostly hiding behind Peter.

"We've got some deliveries."

"Deliveries?"

"Well, I bought the lot-"

"Tony!" Peter raised his voice by accident, but he really didn't want Michelle to answer first.

"Listen. I bought the lot, so no one should be bothering you. I just wanted to bring by a few gifts." He snapped his fingers, and the drilling started. Peter and Michelle nearly tripped from shock. "Relax, the structure's safe. I thought your girlfriend told you I was in here checking. That blocked entrance needs some work though."

“Excuse me?” Michelle started. Peter widened his eyes and shook his head at Tony from behind her.

"My mistake," Tony said. "Your sidekick." Michelle didn't argue. The drilling continued for a few more seconds as the teens tried to figure out what the noise was. Then came the delivery men. Screens were being brought in with tables. Within the next two hours, the tunnel was filled with a bunch of gadgets Peter wasn't sure he or Michelle had any familiarity with. He expected Michelle to blow her lid, but he watched her talk intently with the men setting the tech up, the way she'd do with Ned. Suddenly he understood: she was really doing her best with this assisting thing.

"Happy?" Tony asked.

Peter was smiling so he answered mostly with a shrug, still trying to take it all in. "It's amazing."

"How much does she know?"

"Nothing. She still thinks I'm an Avenger." Michelle wiped a bit at her eyes as she spoke to an engineer and Tony remembered an old question he had.

"Is she okay?"

"She'll be fine. Maybe call next time?" Peter suggested.

"No service, I was in a tunnel," Tony joked.

**Notes for the Chapter:**

> Thank you to splendid_splendont for her help translating! Also for contributing to the fic's playlist (on my profile).


	10. Overdose My Mind With The Things I Love

That next Saturday, Michelle was fidgeting with the equipment while Peter wrote in his journal. Michelle really loved the new upgrade to the tunnel for obvious reasons. Meaning it made it easier for her to do homework. However, whenever faced with a tech bug she couldn't fix, she often resorted to beating the gadget into submission. Peter would be more worried if it wasn't so funny.

After just one pat, the headset she was holding kicked in and she started talking into it. Peter could hear her loud and clear. In the far corner, Tony had installed a phone in the lair with a headset for Michelle to speak to Peter while navigating the tunnel's desks. Michelle found the phone itself so strange, because it was based off a landline that couldn't be moved. She finally spoke up. "How do I call you?"

"Using that. Directly links you to my suit."

"No, like how do I call you? When I'm not here. If there's an emergency or something happened, how am I supposed to reach you?" Peter never thought about that.

"Use your cell phone?"

"That will trace me to you." She was right. Over the last week the leaked Facebook video of Spider-Man went viral and, as Tony showed him, Michelle's face was the only one that was clear in the footage.

"I will figure something out."

 

* * *

 

"I already told you I'm not signing off on this whole sidekick thing."

"Please Tony. I don't want her to use her own phone. This suit is still technically under my real number." In and of itself, that was probably compromising enough to his identity. Tony sighed, before gesturing for Peter to follow him. He was taken down the Stark Tower elevator. When they reached the ground floor, they walked out and went in and out of a few convenience stores before they found a large bodega with a small old lady at the register. Surprised at the location, he wondered if the door behind this woman opened up to some tech lab or something. He was excited to see what Tony surprised him with this time, until Tony pulled a few small cheap flip phones off a hook he hadn't seen. "These are called burners."

Peter wasn't sure Tony was serious.

"They are prepaid phones that don't leave a trace. They're disposable, cheap, and very handy. They're also very easy to find. You plug in your number, give it a shortcut, tell her to dial asterick-six-nine before she calls your shortcut. She'll show up as private." Tony overpaid by throwing a few bills on the table to the old lady's surprise. Stuffing his hands in his pockets, Peter started piling the phones into his arms, still confused as to how this could be so easy. "Good luck with the girl, Peter."

When Peter turned to say goodbye, Tony was gone. Facing the lady at the register, she gave him change with an amused smile.

* * *

 

Returning later the same day, Peter heard music blasting from the stereo. He figured Michelle finally got it to work. They had been working on theories as to why they would ever need that thing. He was about to ask when he saw her in the middle of the tunnel reading his journal.

"Michelle!" He belted into the tunnel so loud it echoed. She jumped at the noise, but she held the journal like she wasn't doing anything wrong.

"What?"

"What are you doing?!"

"You left this behind. I was curious."

"That is-"

"If you say 'a total invasion of privacy', Spidey, I might have to remind you what brought me here in the first place."

"You can't just read my journal."

"It wasn't labelled!" she defended. "Anyway. It's fine. It was a good read. Here." She handed it back. Peter flipped through it, trying to check that he left his and Spider-Man's names out of it. "You're a great writer. You should write more often." Peter didn't want to accept the compliment. He felt uncomfortable knowing someone had seen his journal.

"Here," He said, handing her the bag of phones unceremoniously. "Use these."

"Burner phones?" Michelle asked immediately. "That was easy." Peter tried not to roll his eyes. Did everyone know how to use these?

"What gave you the idea anyway?" Michelle didn't answer. She sat there quietly, avoiding his eyes and fidgeting with the stereo volume. "Michelle."

"Tomorrow's the surgery." Peter sighed, realizing he probably should have figured that out. Sitting down on the desk next to her, he just waited in silence, knowing she'd share when she felt like it.

"I'm planning for the worst."

"And a call to me would help?"

"I don't think so but it would certainly make me feel better. I could use a friend. You know, if anything-"

"Nothing is going to happen, Michelle."

"I don't like stress. I'm not very good at handling. I can't sit in a waiting room for hours waiting for bad news. I don't think I can do it." Peter didn't know how to help, but he had an idea of how to distract her.

"When he's inside, call me."

"What?"

"When your father goes in for the surgery, just give me a call." Michelle looked doubtful, but Peter ushered her out. He really believed things would turn out okay. Michelle deserved so much better than life was giving her, the least fate could do was throw her a bone. Having her father's back fixed would be a life changer. He'd be able to go back to work, she'd be a little happier. He'd do everything to see her through to that. It just meant coming up with a few distractions to hold her during the wait.

* * *

 

Within minutes of her call, Peter was at the hospital. He had expected to be at a smaller clinic but whatever corporation it was offering this procedure had to outsource an operating room from a local hospital. Michelle sounded quite shaken about that but Peter was too concerned about keeping her spirits up. He told her to meet him on the roof of the hospital, which he knew she wouldn’t like but she agreed anyway. He waited for her there, knowing the elevator, locked door, and stairs would get her there in just the same amount of time that it took him to get there from the bridge.

“I don’t like it up here,” She said as soon as he arrived.

“I had an idea. We’re going to conquer fear today.”

“What’s that supposed to mean?”

“You are getting over your fear of heights.”

“What? Spidey, my dad is downstairs. I can’t just leave.”

“They have to call you if anything happens, right?”

“Yes.”

“You won’t be useful to anyone trapped in that waiting room. We won’t go far. I’ll make sure you can get there faster than it would take you to walk up to the front desk.”

“.....I don’t like heights,” She repeated, hoping to change his mind. She was feeling shaky just being there.

“Do you trust me, Michelle?”

“Yes.”

“I do this everyday, all day. We’ll start small and if you really hate it we’ll stop and walk or buy snacks or something.” Michelle bit her lip, nervously glancing back at the staircase she took up. After a long minute, she started nodding. So Peter took her hand and jumped onto the roof right next to the building. It was a short fourteen inch gap. “If you fall, which you won’t, I can just catch you. I’ve never dropped anyone.”

“Yet.”

“I won’t drop you.” Michelle took about ten minutes of coaxing but eventually she jumped. Peter drew out a bridge of web to the next roof. It was a one foot wide bridge, Michelle had no risk in walking on it but it took another few minutes of convincing her. As scared as she was, he could tell she wasn’t thinking about her father. Fear had a way of drowning out the noise, just as bravery did. Michelle got more bold with every step. He drew out a half foot wide bridge over a twenty foot gap after an hour of this game. Michelle didn’t even look down.

The fear was becoming more fun with every step, and Peter drew up new challenges for her, like angled rooftops and inclines. She slipped once, but he caught her before she could go very far. She screamed for a while, even hyperventilated. Then she was laughing every time she almost fell, like she was embracing her own fear and finding humor in it. Once again, Michelle was as invincible as the day he met her.

Two hours passed that way. They didn’t even talk much, Peter just watched her and Michelle would just scream bloody murder when she was afraid. He took her in his arms at one point and just started swinging between the buildings over the busy street. In a weird way, it was fun.  
Eventually, Peter tied a web between two buildings to hang them uninterrupted under the stars, over an alleyway. They sat there, Michelle taking some time to get used to the feeling of being suspended in midair. She kept poking at the web as if it would undo itself.

“I can’t believe Tony invented this for you.” Peter chuckled at her.

“I invented the web,”He confessed. “Tony made some new designs for it, but it’s still my baby.” He actually felt really happy to get to tell somebody that.

“Is that what you like to do, then? Invent things?”

“It’s all I want to do.” Michelle stopped staring through the web and finally turned to him.

“Who are you, Spider-Man?” Peter swallowed.

“What happened to respecting the secret identity?”

“I don’t want to know your name. Who are you?” she asked again. “What is your life like? Is this the only life you have? What do you do?” Peter didn’t even know where to begin, but she was smiling and she wasn’t checking her phone for news. All he could do was use the momentum and keep her distracted.

“I’m actually not much older than you.” Michelle raised her eyebrows. “Really.”

“So like, 20s?”

“No, I’m in high school.”

“My age?”

“Basically.” Michelle was quiet for a really long time, but she stared at him as if processing something.

“That’s nuts.” Peter laughed like she was joking. “No, you’re really too young for this,” She said, her tone firm.

“Don’t say that.”

“I can’t imagine doing what you do. Doesn’t that get to you?”

“No. I’m living my dream. Using my invention, being a hero.” Peter hoped Michelle would believe him. He didn’t know how to explain how much being Spider-Man completed him. He gestured at the webshooters, showing her their mechanics under the cloth of the suit. “The new suit does help, though.”

She took his arm for a second, looking at them more closely. “I can’t imagine anyone my age making those. I go to a science and tech school. I don’t think any of them could make anything like this.”

“Really?” Peter had to get better at not laughing at things that aren’t funny out of context. Michelle looked up at him before continuing.

“You would probably love it.”

“And you don’t?”

“I’m more of a literature and history kind of girl, and I want to be a lawyer.”

“So why do you go?”

“It’s a charter school. Free and specialized education. Might as well. I’m not bad at science either, it’s just not my interest. It doesn’t make it any easier to make friends, though. How about you?”

“I like school. I have maybe two really good friends. My best friend doesn't know about this.” Peter tried to think of a question to ask that would make it seem more like he didn’t know her. “And you?”

“Well, like I said before I don't really have any-” Before Peter could think anything of her words, she changed her mind as she started sketching into his journal. He’d brought it to her as a peace offering but she didn’t read it anymore. “I mean there is this one kid. He's always looking out for me. He's a good friend. Probably the only real friend I have there. I could never imagine telling him about this, so I can understand. The biggest fear is just whether it'd put them in danger.”

“Exactly,” Peter answered.

“At least you have me,” Michelle told him, finally looking up from her drawing. They were much closer than he realized, practically whispering despite being so far away from everyone else.

“That’s turning out to be enough,” He answered. Peter had a problem with staring. this time, he couldn’t look Michelle in the eyes very long. He looked down to her sketch. “What did you come up with this time?”

She presented it to him proudly. An oval face with a cleft chin, deep eyes, wide lips, defined jaw. Hazel eyes, dark brown hair, light skin. “Am I close?”

“A little closer this time but it’s still not there.” She turned the page and tried again.

“Would we have gotten along if we met? Like on the street?”

“Maybe. I don’t think you’d like me very much.”

“Probably not,” she joked. She moved and shifted the web, scaring herself. “I can’t imagine living like this every day. Being able to fly like you do.”

“I don’t fly.”

“Don’t you?” They were awkwardly quiet for a moment before Michelle spoke up. “Don't you feel like you have the weight of the world on you? I mean, you’re a hero. Doesn’t that get lonely?”

"You have no idea."

"Maybe I do," Michelle said. Looking at her, Peter could feel how close they were suddenly. It was enough to make him blush as he realized he really didn’t mind the feeling. He didn’t have an answer for her, but their eyes were meeting and even through the mask it was like they completely understood each other.

If someone asked him what would have happened if they didn’t get the notification about the robbery in that moment, Peter wouldn’t have a good answer for them.

“211S. Bank robbery - 34th and 3rd. Silent alarm triggered by guard, backup requested.”

 

**Notes for the Chapter:**

> Thanks to my beta Splendid_Splendont! I really hope you guys like this chapter, it was one of my favorite to write.
> 
> I'm going to be taking a break from updating via I'm away from my notes. I don't want to write anything inconsistent. Meanwhile though I will be taking requests for between the scenes one shots for this story if y'all want. Let me know if there's anything you want to see. :) I'll also be posting deleted scenes on my fic tumblr, so you can find that in my profile.


	11. You Can Take Me There

"How fast can you get me to the library?" Michelle asked, springing into action immediately before Peter could consider telling her to sit this one out. She slipped her shoes back on, closed her purse. Peter knew there was no way to convince her not to go. Despite the sudden change in mood, she was blushing a bit and he did his best to ignore it.

"I couldn't get you there without swinging between streets," he warned her, knowing that on a typical day that would mean she'd have to stay behind.

"How fast can you get me there?" she reiterated. She pointed out the nearest library. He didn't even ask how she knew.

"That's a really far jump. Are you sure?" She straightened up, fixing her sweater closed. She was looking nervous but her chin was up stubbornly and she stared down the height as though she wasn't intimidated.

"I've got this," she said, sounding much more confident than he would have expected.

While there was really no excuse for it to be awkward, Peter still hadn't gotten used to the part where he had to pick girls his age up. It's just like when he was trying to find the best way to approach Michelle without feeling like he was stalking her. It was just different. It was one thing to lift a little old lady or some thug. There was no appropriate or inappropriate way to grab them by the side, usually because it was a life or death situation. Before today, he had never really had to lift Michelle unless it was against her will. Now that they were bracing themselves, Peter was hesitant when he reached for her waist and the moment's hesitation made Michelle notice. She was still blushing. Peter was so grateful he had the mask to hide his face.

* * *

"Get me on the fire escape. They're closed so you'll have to bust me in," she instructed him, her eyes tightly shut. It was the middle of the night but surely there would be no one in the library to stop her.

As they landed on the fire escape of the library, Michelle got to work on one of Peter's suit gadgets. Peter opened a window for Michelle. Turning to see her as they swung, Peter saw her pulling up the GPS that watched Spider-Man's trackers. He bit his lip nervously.

"I can't find the tracker. Spidey, where's the tracker?"

"I-I never got around to doing that." He was doing his best to keep from reminding Michelle she was the one who canceled their plan to go after them. She sighed out in a solemn way that made him think maybe she caught the insinuation.

"I guess today's the day," she said, locking the trackers into their gadget, the small lifelike creatures lining up on Peter's arm to be packaged. "You don't get many shots at this. So no pressure, but don't mess this up." She shut the small bots into the container and pulled Peter's arm towards her, locking it onto his web shooters.

"You learn fast," he noted as he checked the buckle on his web shooter to make sure the trackers were secure.

"I'll find a computer and get online as soon as I can. I doubt we'll be able to tune into the police radio in time but I will try my best," she warned him.

"Wait, you can do that?" he asked, impressed.

Digging through her purse, Michelle pulled out what looked like a flash drive and an antenna. "I was going to show you this. It's an SDR receiver. Stall a few minutes and I can get you the feed. You have about 3 minutes left to get there to catch them if their average hit time is anything to go off of." Peter marveled a bit at how good she'd gotten at this job. He was about to run into the line of fire and he didn't feel unprepared.

"Where did you learn all of this?"

"I know a guy," she joked. It came to Peter suddenly:  _Ned._

Michelle took a last look at him as though assessing if he was ready. Finally deciding she was satisfied, she smiled. "Go get 'em, tiger." She dismissed him, turning away with her face buried in her phone, speed dialing his suit to keep in touch with him before tossing the phone in through the window with her bag.

Peter didn't know how Michelle knew what she was doing so quickly but she was really good at seeming efficient. This distraction thing was working better than he had intended. It was as though the surgery wasn't on her mind at all. It was for the best really, since it would do her no good to think about what she couldn't change.

* * *

As soon as Peter arrived, Peter crawled into the bank only to see a trail of dirt leading him up into the office area. Confused, Peter stayed alert to his surroundings, briefly worried that this was a trick. The robbers were getting sloppier, but a trail of dirt was a bit much.

These people were too unpredictable for criminals. Even once Peter had an idea of what they did, they would turn around and do something completely off book. They attacked on weekends or on weekdays, no people or a busy day, no victims or three dead, costumes or masks. Peter couldn't even count how many branches of different bank chains they would attack. There were only three consistencies. They covered their faces, they used guns, and there were five of them. The last detail Peter picked up on his own, as the public still believed there were only three of them.

He caught sight of them between a few of the cubicle walls, looking through the offices at the edges calmly. They didn't seem to notice they'd tipped off the alarm in the building.

"Units are being sent in. Maybe five cops max. No additional back up yet," Michelle whispered into the headset. Peter couldn't believe what he was hearing. That wasn't enough people.

"Use the burner. Tell them I said there are five men," Peter whispered from behind the bookshelves. It was a gamble whether the police would listen, but he had to try.

There were only two bookshelves between himself and the open air near the group. Turning around, Peter was nearly spooked by the sight of the guard in the room that was behind him. He was tempted to go check that the man was alive but suddenly the man turned to him and gasped quietly. Swallowing hard, Peter collected his focus and only glanced the man over to make sure he would be alright. He was collapsed on the ground, wounds on his leg and shoulder that Peter could only assume were inflicted when he triggered the silent alarm. Kneeling beside him, the man immediately started explaining in a groaning, pained voice.

"I played dead, I pla-" Peter gestured for him to stay quiet.

"Oh my god, is that-" Michelle started. Peter tapped the microphone on his suit, their quiet signal for yes. "I'll call in an ambulance." He tapped the mic again.

"Where are the other guards?" he asked quietly.

"They locked them in the basement. There were so many of them. We weren't re-" Peter gestured again for him to stay quiet. Leaving the room and shutting the door quietly for the man's safety, Peter tried to get closer but stopped when he heard Michelle's voice.

"Is that suit bulletproof?" Michelle asked through the headset, after a long silence. He'd almost forgotten she was there. Perhaps making the suit bulletproof seemed like a design necessity, but there was no way to make a suit this flexible that was also impervious to bullets. Tony warned him to stay out of that kind of trouble. He was more likely to survive a bullet wound than the average human but-

"No, why?" Peter asked.

"You need to get out of there."

"Michelle, I'm so close. I can stop them."

"The police are outside. Their last two interactions with these men have end in shootouts. Hide or run."

"I'm hiding. I can stop them if I'm high enough."

"Then stay very clear of the guns."

"Great advice," Peter answered back, distractedly looking around the room for a good corner. There was one completely enveloped in darkness, he swung up and stuck to the ceiling and corner walls, waiting. He already had an instinct for silence during missions, but his suit really minimized sound. It was almost as if Tony had really thought of everything.

He was a few bookshelves away from them again, the office around them a mess from all the destruction. It was as though the entire act was personal. They stopped looking through the downstairs and instead broke into the offices, destroying their pattern yet again.

Before the group could really start talking, he watched them rummage through a few corner offices in the dark. He tried to aim at them with the web shooters but they were blocked by too many obstacles and Peter had been warned to stay hidden.

"That's not my office. It's this one," he heard one of them whisper. Peter made a mental note of the room they walked into. The man stuffed a gold plate into his bag before Peter heard footsteps. They hadn't even tried to look for money yet, he realized as he heard the door burst open. He stayed in the shadow but the cops entered at just the angle where their guns looked aimed too close to him for comfort.

"This is the police!" they announced, to Peter's disdain. Why they didn't try for stealth was beyond him. The robbers made it more than clear that they were not going to go down quietly. Immediately, the burglars just started shooting. Peter aimed for the tips of their guns and tried to block off as many as he could. He only got one before he realized they were aiming straight at him. Hitting the ground as soon as he could, one bullet grazed the edge of his suit by his ribs. He cried out, just from the burn. The bullet pierced just enough to make him feel like he had been branded by a hot plate.

"Spider-Man?" Michelle piped in loudly, looking for an update. They had an agreement, Michelle didn't expect an answer out of him unless it was safe to speak. She'd have to understand when he said nothing, instead hiding behind the bookshelves and trying to get closer, while also avoiding the police. The police knew better than to shoot at him, they knew well by now that he was there to help them. Still, he knew if he got in their way or the group's way, he was a goner. He wouldn't be able to help anyone if he was shot again.

Huffing through the slight burn, he ignored it, knowing he could take much worse. Throwing himself back into the action, he slung to the ceiling and tried to walk over the burglars. They were spread out far enough, if he could get behind them he had a chance of pulling one of them back. Peter did his best to sneak his way behind one of them. They spread out far enough apart that it was easy to separate one, but it was also far enough apart that Peter was in the police's line of fire. Quietly, he tried to get a chokehold on one of the robbers. He did it well enough that the man didn't cry out. He tugged his arm up into his throat but before he could have a chance at locking the man in, the man pulled away hard and threw Peter off of his focus.

Before long, Peter was the one in the headlock. He felt the room blurring as he fought back. The sounds coming out of him were more frightening to him than hopeful, even if they meant he was succeeding. He looked down for a moment to see the gap he was creating when he saw the man's arm - a slight glow to it in the dark room.

_They weren't human._

Michelle started calling his name into the headset and the noise threw the man off, allowing Peter to escape. He seemed to have thought Peter was still able to speak despite the hold. Peter held his wrist for a moment and watched one of his trackers crawl onto the man's arms.

Peter tried to pretend it wasn't strange that everyone still thought he could sound like a woman when the YouTube videos very clearly featured his voice.

Making a run for it, Peter jumped onto the bookshelves and rubbed at his neck before stretching it. He needed one last shot at these men. Crawling until he was behind them, he prayed no one would hit him when he jumped on their back and started tugging to get him on the ground.

Just as he suspected, he failed. He was pummeled into the floor, met only with silence through his headset. The man hitting him called out enough that the police started aiming at him alone. When the shots didn't pierce through him, Peter knew it was real. They weren't all human.

The man turned, annoyed by the shots. Peter took this opportunity to run away, feeling accomplished that he got one of his trackers on. The men retreated finally, taking the stairs as the police followed them in hot pursuit. With the police in chase, Peter knew they weren't at risk anymore. The robbers would get away as always and the police wouldn't be harmed.

Outside of the building, Peter finally confirmed as he squatted on a rooftop. "Michelle, I'm out." He heard her release a breath like she had been holding it all this time.

"Did you get the tracker on him?"

"We got the tracker on him," Peter announced loudly as he swung into the sky, knowing that he couldn't stay behind.

* * *

Peter offered to take Michelle back to the hospital, but she sent him home. She insisted she would walk the way back, clear her mind. He wasn't going to push, but part of him worried maybe he should have at least watched her to make sure she made it back. Had he not been shot, he would have thought about it, but he was insistent on keeping her from knowing about the graze and the beating. If she knew, he would have to spend all of his time as Peter Parker pretending he wasn't in pain. Stopping by to buy foundation in his spider suit was embarrassing enough, and necessary with the marks that were sure to form on his neck after the chokehold.

Waiting by the phone was making him nervous. He didn't want to text or call her, so he waited. She promised to call him when she got news. He sat on his bed, in his suit, staring at the phone on his desk. It wouldn't even take him a second to pick the phone up. He held onto the bars above his bed, trying his best to stay awake. He'd tended to the graze already. It stung like hell to take care of, but at least it was over. It would be more comfortable if he got out of the suit but he couldn't help thinking about what would happen if something went wrong with Michelle's father and he needed to rush over.

He closed his eyes just for a minute, the pain taking over. He just needed to rest a little, but he would pop his eyes open the moment he heard a ring.

* * *

_"Could Peter Parker please come to the principal's office?"_

No one relished getting pulled into the principal's office. Peter was a stickler at the time. He never did anything wrong, but he was paranoid that he would get into trouble over small things like having his phone. Being eleven, defying your parents felt like the biggest crime and his mother hated his cell phone. She never let him use it at home, so he tried to use it during class. He had never gotten detention, but that phone got confiscated so often he'd been given a talk by the guidance counselor about whether that had anything to do with his 'trouble socializing' and 'general disinterest' for a seventh grader.

Walking into the office, he immediately defended himself.

"Principal Whitley, it's math class." Peter had no way of knowing. "I can multiply three digit numbers in my head." He had nothing to prepare him. "I don't need to spend three classes on the rules of negative numbers." His guidance counselor was there and the look on her face was almost _…..pity?_ "I was this close to jailbreaking my phone when Miss Hernandez-"

No one was amused. Or angry. The missing piece of the equation,  _the emergency contact_ , was just barely hidden from him. The door opened further and Peter finally saw his uncle Ben.

" _...Uncle Ben?_ " were his last words before they destroyed his entire world. His parents were gone.

* * *

Peter woke up sweating from resisting thrashing for his wound's comfort. He was still wearing his suit. The phone was ringing for many seconds before he realized what it was ringing for. Rushing to it, he picked up the call, panting air into his lungs.

"Hello?" It was a soft, cracked voice, a ghost of Michelle's deep tone. Peter winced, his dream coming back to him. Every impulse told him just to run to her but he waited.

"Michelle," he struggled to get out, at the edge of his bed waiting to hear the words, the bad news. There were a few more gasps like she had been crying.

"He made it," she choked out, sniffing. He could hear the relief in her voice now. "It worked. We're headed home, Spidey."

**Notes for the Chapter:**

> I am back from Peru!!!! What a time! I got a request for a chapter in Michelle's POV from a sweet guest on a different site. I partly filled that request with more pending. It will be staying on my tumblr: [Spideychelle-Romanogers](http://spideychelle-romanogers.tumblr.com) . That's where I'll be putting all requests. Feel free to send some requests in so I have stuff to do between chapters. As always, please review, guess if you want, and ask questions. I love hearing back. Ciao!


	12. Scared Of A Heart I Couldn't Silence

“So Tony Stark hates me,” Michelle started as she entered the tunnel, throwing her backpack to the ground. “That’s not something you get to say every day. I guess I did threaten him with a frying pan, but in my defense I thought I saw a rat.”

“Can we set up traps for this rat situation?” Peter asked.

“Focus.”

“Mr. Stark does not hate you,” he insisted. “He said he thinks you’re smart.”

“I am smart. He also hates me,” she told him with a smile. “He even offered me money to tell you I quit.”

“He what?” Peter was surprised. He remembered being sent home early when Tony visited, but it only felt like a coincidence that he and Michelle were left alone.

“Why is he so worried about me?” She pulled up the tracker on one of the screens and Peter came closer.

“You’re a kid,” he answered from right beside her.

“So are you,” she pointed out. He regretted ever telling her how old he was.

“You don’t have superpowers,” he said reaching to tap the screen before getting his hand slapped. “ _Hey!_ ”

“Until you read the manual, these screens are my babies.”

“This is _our_ headquarters!”

“This is _my_ tunnel! I don’t touch your web shooters, you don’t touch my screens,” she asserted. “And for the record, I do have superpowers.” She grinned up at him, despite their squabbling. Michelle was so different now. Everything about her radiated good energy, she was so much happier even on the dullest days.

“Being an asshole doesn’t count,” Peter joked back at her, smiling behind the suit. She didn’t even pretend to be offended, she just kept smiling.

They kept having to break their stares. Peter didn’t know how to address the strange tension but it didn’t seem like Michelle was making any effort. He wondered if she even noticed their behavior or if it all meant nothing to her.

Peter brought her the journal again. He pulled it out of his backpack to show it to her. This time, it had an entry regarding the dream about his parents. He wouldn’t be able to tell anyone about that, but maybe he could share it with Michelle without having to talk about it. She didn’t seem to read the journal anymore if he just left it lying around. So he handed it directly to her this time.

When she started skimming through the pages to get to the new entries, he started speaking to her. He felt too nervous at the idea of her reading it in front of him. “So is your dad still in recovery?”

Michelle shook her head. “No. Strangely enough, he only needed a few days of bed rest. Of course, the ‘wounds’ need to heal but his back is doing fine.” Looking up at him when she found her page, she shook her head a little and shrugged. “There are a few relapses though.”

“Relapses?”

“They said he’ll feel this pain every once in a while. Like a stabbing pain. They said he’s fine, though, it’s just a side effect. Weird, right?” She didn’t look too concerned. “But at least he’s better. We thought he was going to end up in a wheelchair. He’s been all over the house now. Fixing things, decorating, singing. Spidey, I can’t tell you how happy I am.”

Despite how happy he felt for her, Peter still couldn’t shake the feeling that something was off.

* * *

Peter’s hands were full juggling all the materials for the science fair presentation. He’d warned Aunt May ahead of time. He figured when she woke him up earlier than usual that she would be going to his school with him on the subway, giving him an extra hand. Instead, he woke to find Aunt May in the kitchen wearing pajamas and toasting Eggos. He watched her, baffled that she clearly wasn’t helping him.

“There’s a surprise waiting for you outside,” Aunt May said before stuffing Eggo waffles into his mouth. He didn’t know how he was expected to carry all of this so he couldn’t even stop her with his hands full. Hurrying out of the building, he wondered how mad Michelle would be if he accidentally dropped a display onto the subway tracks. Distracted in his worry, he was startled into dropping the board as he passed a parked truck and heard his name.

“HEY, PARKER!” she called out to him. He looked directly up to see Michelle just overhead peering down at him through the window of the truck. Waffles still in his mouth, he couldn’t answer. “This is a great look on you.”

Peter put down one of the bags and pulled out the waffles, chuckling. “What are you doing up there?”

“Get in, loser, we’re going to school,” she answered as if she hadn’t heard him. Opening the truck door, she climbed her way down to help him pick up the bags and the presentation board. “This is my dad’s new truck. His new boss lets him borrow it to drive home in it.”

“I figured I’d give you two little scientists a ride,” David piped in as he walked around the truck. He extended a hand to Peter, like he always did. “It’s good to see you, Peter. How’s May?”

“Asleep again, probably,” Peter joked, shaking his hand.

“Don’t call us little, dad,” Michelle interjected as she put the last of the bags in the truck. She climbed back into the car and extended a hand to help Peter up. Her father spotted him from behind while he climbed onto one  of the wheel covers. David took the presentation board to put it in the back of the truck with the bags.

“Did I tell you you should be a lawyer yet, Peter?” David asked from the back. Peter was about to say yes when he realized he was never meant to overhear the conversation about Michelle’s brother’s lawyer.

“No sir,” Peter grunted out as he pretended hoisting himself into the truck was difficult, but also like it didn’t hurt his still healing graze.

"Dad, it’s not a good joke,” Michelle warned as she reached over and shut the door behind Peter. David climbed into the other side with ease. Michelle seemed to expect it now but Peter was impressed. He really didn’t have much recovery time after the surgery.

“My Michelle is going to be a great lawyer,” David went on as he started the car. Michelle groaned. “Much better than that boy we hired.”

“Dad.”

“Yale or Harvard. I’m not picky. She will probably go for Yale for undergrad. They’re bigger on the humanities and Michelle here loves to read. I’m sure you know that, though, Peter.”

“I do.” This was enjoyable. David was such a proud and happy man with a booming voice. Michelle had her face buried in her hands when she wasn’t hiding it behind her phone navigating the bluetooth radio. She found a song she liked and tried to put up the volume to drown out her father’s boasting.

“How about you, Peter? You thinking about college yet?”

“We’re both Freshmen,” Michelle piped in, embarrassed.

“You’ve wanted to go to an Ivy since you were seven. I’m sure Peter at least has an idea of what he wants to do.”

Peter had an answer. He wanted to invent. He would go anywhere that would let him keep inventing. If he went to college at all, that was. Being a superhero didn’t really seem to lend him the time.

But being that Michelle knew all of that about Spider-Man, Peter couldn’t answer truthfully.

“My Stark internship comes with good connections at MIT. If I’m lucky, maybe they will help me apply. I’ve always loved-” Peter pulled out the most obscure major he could think of “-industrial engineering.” He didn’t see Michelle shaking her head until he finished.

“Industrial engineering!” her father called out loudly. “Amazing! I’m an industrial engineer.”

Peter should have stopped himself.

“Dad, you’re drowning out the music,” Michelle complained, clearly trying to rescue Peter.

“I don’t think you can call this music. This is noise.” Michelle groaned. “Hand me the phone.”

In minutes, when her father finally figured out how to work the radio, the music turned into a soft jazz. They were silent for one song, as Michelle and Peter exchanged an awkward smile in traffic. Then the song changed and Michelle’s father stirred excitedly. It was just the piano intro to a song Peter didn’t recognize yet. Michelle immediately rolled her eyes before smiling fondly.

“ _Wise men say-_ ” went the voice on the radio.

“Please don’t sing,” Michelle half-heartedly begged, clearly resigned to her fate.

“You love this song.” Immediately, Michelle’s father boosted the volume and sang along, catching up with the lyrics: “ _But I can’t help falling in love with you-_ Peter, do you know this song?”

“Dad!”

“Son, do you know the song?”

“Y-yes,” Peter answered unsure, as though he had to say yes even if it wasn’t true. He faintly recalled the lyrics to the song from a movie Aunt May liked.

“Sing with me,” her father suggested. In that deep voice, it felt more like a command.

“Dad!”

“ _Some things are meant to be,_ ” David continued alone. This part Peter knew for sure. Looking at Michelle’s mortified face, Peter realized he was enjoying this.

“ _Take my hand, take my whole life, too,_ ” they both sang loudly as Michelle’s father put the volume up louder and opened the windows. They were in traffic, clearly making a scene. Michelle scoffed before finally joining in.

“ _For I can't help falling in love with you._ ” The three of them sang along for the whole song before going on to pick songs they all knew so they could sing through the traffic.

Peter was so happy to see this family doing better, the Jones were good people and deserved so much better than what they got.

* * *

Peter was stuffing the last of the materials into his locker, waiting for Ned to join him so they could walk to their first class together. He left Michelle back in the parking lot with the presentation board, her father sending him away so he wouldn’t be late for school. Manhattan traffic was nothing to joke about. Despite leaving an hour earlier than usual, they were still almost late.

Still, suddenly she was there at his side, smiling at something.

“I know your secret,” Michelle joked. Peter just stared at her, doing his best to look confused and not horrified. “You don’t really want to be an industrial engineer.” Peter couldn’t even pretend to laugh.

“Oh.”

“I’m sorry my dad cornered you like that. We’re Freshmen,” she said, having difficulty coming up with words as she slowed down awkwardly. “I mean, we have a lot of time to think about college. Not everyone spells it out so early. I just don’t want you to feel bad, if that made you feel bad.” Finally, Peter chuckled.

“It didn’t. I’m just not really thinking about college yet.” Michelle nodded. Even despite their differences, she didn’t seem bothered at all by his admittance. “It’s sweet of you to worry about my feelings though,” he mocked quietly.

“Shut up,” she immediately quipped back with a smile. Her eyes looked to something off just below his face. Ned approached, about to greet Michelle. Before he could get a full word out, she took a finger and turned his chin before he could stop her. “Peter, is that-”

“Is that a hickey?!” Ned asked, a little too loud. Michelle started cracking up even louder and suddenly the whole hallway was staring at them.

“Shut up, guys,” he begged, swatting Michelle’s hand away.

“Oh man, I never took Liz for a biter,” Michelle spilled the joke quietly between loud laughs. “That makeup isn’t helping.” Peter really wished sometimes that he would be able to give come back. The makeup was enough to keep it from looking like he was strangled, but it wasn’t like he could say that.

“It was Liz?” Ned whispered too loud.

“I’m not going to lie, I’m impressed,” Michelle joshed, finally composing herself. “Liz is a junior.”

“It wasn’t Liz,” Peter mumbled quietly. Ned looked relieved that he hadn’t missed out on news.

“Secret girlfriend?” Michelle sounded genuinely shocked for once. “Parker, you’re finally interesting,” she quipped, amused as she walked off. It was like she existed just to create chaos and then walk away. The words ‘secret girlfriend’ were enough to launch Ned into a rant about their friendship, while Peter had to figure out just how he was going to excuse the marks.

* * *

 

“Isn’t it time to fire your girlfriend?” Tony asserted like they both knew it was only a temporary job. Peter was in his office, doing his best not to stare at all the displays in the room. There were all these little nuggets of superhero history in the room, standing like trophies in display cases. Tony’s first mask was closest to his desk and Peter wanted nothing more than to reach out and touch it.

“Not my girl-” Peter was never going to win on the girlfriend front with Tony. Still, he tried. “-I am not firing Michelle. And you shouldn’t be offering her money behind my back.” Truth be told, Peter didn’t understand this part. When it came to Tony Stark, there was so much about the man’s behavior that didn’t make any sense.

Peter couldn’t test to be an Avenger. He had to report to Happy if anything came up. Tony was a rich, busy man - a superhero - who often seemed disinterested in Peter’s smaller issues. Peter could understand why, but then Tony turned around and would take interest in the smallest of things going on in Peter’s life.

This Michelle thing, for example, made Peter feel like Tony meant to isolate him into a lonely bubble where no one could really know Spider-Man.

Tony didn’t even defend himself. Instead, he changed the subject.

“Are you going to be okay training with hired help until I get back?” he asked suddenly after a long silence where he fiddled with the paperwork on his desk, scrambling to put it all in a clean pile before covering it, using books like a paperweight.

“Back from where? Are you travelling?” Peter asked, the crack in his voice making it clear the idea panicked him.

“I’m in the city, I just won’t be available for a while. There’s this merger going on. Messy business. I don’t like going into public partnerships. Do me a favor, kid?”

“What?” Kid was becoming his first name when it came to Mr. Stark.

“Listen to me, I’m not trying to get rid of your friend. If you really care about her, I think you know you can’t keep this up. One day, they are going to find her, they will connect her to you, and then she will be in danger. She has a family to think about and people who want her safe. Including me, including you. She’s just a kid, Peter, and she’s not like you. She can’t save herself.”

Peter wanted Tony to be wrong. Michelle was invincible. However, he thought about what would happen if someone like the bank robbers or any other villain of the week tried to hurt her. He would do anything to keep her safe and that meant he was compromised.

* * *

“It’s God’s miracle, May, really,” David announced. He’d come over to their apartment to talk to May, and Peter felt a little strange seeing him without Michelle. She was in the decathlon team so she didn’t come with him. He and May were good friends but Peter wasn’t so sure he’d ever really seen him come over before other than the few times after Uncle Ben died.

 

“I don’t really believe in miracles, David. But this is all so sudden,” she mused, smiling as she unpacked groceries. He was planning on helping her cook dinner. They were celebrating his recovery tonight, Michelle would join them later. Peter had gotten a little suspicious that May and David were flirting last time they spoke, but when he asked about it, May reacted so quickly he dismissed the subject.

According to her, she met David while she and Uncle Ben were married. David and Ben were co-workers and best friends for a long time before David went off to work somewhere else. May and David used to tease Ben all of the time, partners in crime in making the silent man blush. It was part of why he and May got so close after his death. Now they seemed more like best friends, though they had so little in common. May had that magic, she could charm anyone.

“Are we having more company over? I bought extra just in case,” Aunt May noted, pulling out a few extra pork loins for baking when she saw him reach for just one.

“No, no, just the four of us. I told Michelle to invite friends if she wanted but I don’t know if she did.” Peter did his best to just focus on his homework, but it was so easy to eavesdrop with them right there. They went on cooking like he wasn’t in the room.

“What about you? Don’t you have work friends?” Aunt May teased as she always did. 

“New job, new people. I’ll be on my feet with them soon,” he said optimistically. Peter really wanted to stop listening but the man was so mysterious. “It still hurts but they said it would stop soon, that it was a matter of not taking any medication to help with the pain. I threw away all of my old painkillers, and I’m doing everything they’ve said, so I know it’ll all work out fine.” It was so nice to hear David’s optimism. Despite the commanding, deep voice of his that reminded Peter so much of Michelle, their outlooks were drastically different. ”How about you? Get that promotion?” Peter stopped writing. Aunt May noticed and got very quiet, enough to make David turn to him and turn back quickly. “I think the pork is ready to go in,” he said, moving to open the oven door.

After waiting just enough time, Peter picked up his things and moved to his room to give them privacy. He could still hear them from his room, regretfully.

“No news yet,” May confirmed after a while. “But I’m keeping my head up.”

“It’s your turn for a miracle.” 

“Maybe,” she agreed. Peter smiled. “You know, Peter and Michelle are such good friends lately.”

“I’m just happy to see her talking to someone. I was worried for awhile that she didn’t have any friends. And Peter is such a good kid.”

“Yeah.” Peter was still pleased with the conversation. Of course, May threw in a curveball. “Do you think anything’s….going on there?” David’s laugh sounded as awkward as Peter felt.

“Let’s not go too far.” Peter agreed, embarrassed even though they didn’t know he heard. “But he is a good kid. I know you were worried but you’re doing so great with him,” he heard David say.

“I really try,” May replied. She sounded fine until he heard David’s reply.

“What’s wrong?” Peter winced, his mind guessing at her expression.

“I just feel like he’s so in his head sometimes. I don’t know how to help him.” Peter reached over to his phone and started blasting music, wishing his room wasn’t so close to the kitchen.

* * *

Once the food was ready, Peter heard footsteps at the door. He was rushing before the doorbell even rang. He wasn’t going to admit he rushed to get there first so he could talk to Michelle, but he was abnormally fast to get the door. The doorbell rang just as he opened the door.

“You’re still doing that,” Michelle noted, recalling the last time he opened the door just as she knocked. Peter was about to make excuses when he saw Ned at the door. They were both wearing their bright yellow decathlon jackets.

“Hey man,” Ned piped up pleasantly. They both looked a little confused. Peter looked surprised enough to confuse him. “Michelle said there was a dinner?”

“Yeah, yeah,” he said, awkwardly moving to unblock the door. Just as Michelle passed, he stopped her. “Hey, why’d you invite Ned?” he asked curiously. He knew for a fact Michelle didn’t really consider him a friend, even if she was fond of his company. At times, more fond of it than Peter’s company.

“I wanted my dad to think I had more friends,” she answered simply before walking off.

* * *

After dinner, Ned and Michelle stayed behind because David was still talking to May. In his room, Ned was still drilling Peter about his secret girlfriend. Amused, Michelle was merely roaming the room with a smirk as she fiddled with his Star Wars figurines. Peter couldn’t really help but watch after her. He was self-conscious about her being in his room. She’d never really been there before. Whenever they studied it was in the living room. With a thought that made him blush, he realized she probably wouldn’t be allowed there if Ned wasn’t there with her.

“Clearly, we’re asking the wrong questions,” Michelle interrupted Ned’s ranting. “Really, we should be asking, how embarrassing is she?” She smirked at Peter, clearly enjoying this. “Peter would be telling us if he wanted to brag, but he doesn’t. He’s not that interesting, so clearly it’s her that has a problem.”

“Maybe she’s embarrassed by him, we are kind of losers,” Ned mused. Michelle frowned slightly. Peter knew she’d be unwilling to pay him the compliment that was clearly sitting on her tongue.

“No, I’m sure she’s embarrassing,” she said, continuing her mocking while pacing the room like it was an interrogation suite. “So Peter, what’s wrong with her? There are right and wrong answers here, so don’t be an ass.”

Peter could not understand how Michelle could be so nice to Spider-Man but so jokingly malicious with Peter. Well, he had an idea, but he wasn’t willing to face facts there.

“ _Michelle! We’re leaving,_ ” David announced through the door. Saved by the bell.

* * *

“Any luck with the tracker?” Spider-Man asked Michelle as he stepped into the tunnel.

“They’re still moving,” she answered, reading a file on the screen. “I ordered one of the trackers to come back. I realized it might have some DNA on it that could give us an idea of what these guys are. That is, if we’re sticking to the not-human theory.” She eyed him doubtfully.

“Believe me, Michelle. I know what I saw.”

“Well, I ran it through the lab Tony gave me. It came back positive for genetic mutation. I don’t really know where to go from there so I’ve been researching the labs that are currently working in the area. The tracker has linked them only to Manhattan, which narrows it down.” Peter watched her screen, impressed by how quickly she was getting through the company lists. He briefly saw a name that made his stomach churn with recognition. It was taken off the list by the program. “What happened to Oscorp?”

“They operate in Brooklyn and specialize in a different kind of biochem, mainly on stem cell research and radioactivity. No license for performing experiments with genetic mutation,” she answered thoughtfully. “No connection.”

Peter swallowed. She was right, but he wanted them back on the list for selfish reasons. She was waiting for an answer. “How is your dad doing?” He had to keep up the impression that he wasn’t getting updates anywhere else.

“He’s good. He’s doing the walking, the exercise, the new diet. He’s really taking everything very seriously. I still can’t believe it’s over…..I found the name of the one guy who worked at the bank the Kerrig robbers hit last.”

“Oh?” Peter couldn’t get his mind off of Oscorp. If they were involved, this really was too dangerous for Michelle. She rambled off details about the man, his high-level job with the bank chain they robbed, a lack of connection between the other robbers and the bank chain, how it wasn’t the only bank chain they robbed so it couldn’t be the full motive. They robbed five different chains in total so far, with no expectations of whether they’d go after more. Peter mumbled something about Michelle needing to find out why the man was fired before he hurried off to think.

* * *

The next day, David picked Peter up again with Michelle to take them both to school. He had to wake up early and getting to school took longer this way, but Peter didn’t want to refuse when David offered. It was much more fun and a lot less stressful to drive in rather than take the subway into midtown. Besides, Michelle promised to ask her dad to drive the truck a little too close to Flash’s new car. 

The trip was fun, the three of them singing the entire time and not even talking. It’d been awhile since he felt able to just be a carefree kid and the little car rides made him escape the world for a minute. They were taller than every other car on the road, wind blowing through the open windows and rushing into their hair. Nothing could touch them. 

As Peter climbed down, he felt refreshed. David got out to help Michelle out through his side when he suddenly keeled over, calling out at first and then just groaning. Michelle dropped the backpack she had been handing him and hopped out of the truck as Peter rushed to his side. It was only a few seconds until he stopped crunching himself in. He gasped air in before finally standing back up. Despite the fear in her eyes, Michelle looked at Peter like he was the one who needed comforting. Like it was routine.

“It’s just the pains we were talking about, Peter. He’s fine. You’re fine, right?” she asked, her voice small and unsure. Her father nodded, sucking in another breath.

“Sorry you had to see that, Peter,” he lamented. He looked embarrassed. Looking to Michelle, she clearly wasn’t over it. She just watched her father nervously, afraid like she looked on the day before the surgery.

It came to Peter loud and clear then: Michelle was not invincible. Like him, she was just young and brave, but it wasn’t enough to make her untouchable.

He couldn’t keep putting her in danger.

“Oh, Michelle, your backpack,” David said. In the fall, it seemed to have opened and pour out its contents. David was bending over to pick it up when they all saw it. The burner phone, open on the ground next to her pens and books. Michelle and her father exchanged looks, and Peter was too horrified to say anything.

“Peter, I-I’ll meet you inside,” Michelle said in a weak, scared voice, not even looking at him. He couldn’t counter her on that, so he walked into the school wondering just what her father could think she was doing with a burner.

* * *

Peter couldn’t find Michelle for the rest of the day. Just when he wondered if she’d missed the school day, she popped up at his locker looking pale.

“Look, about the phone-” Michelle started nervously. Peter could only imagine how that talk went with her father.

“It’s none of my business,” Peter answered immediately, with a supportive smile.

“No, it’s just for-”

“Michelle, it’s fine. You have nothing to explain,” Peter offered her the way out. Sighing, she seemed disappointed she couldn’t explain. Peter appreciated that she wanted to tell the truth but he knew he’d have to act as though he believed her, and she seemed to see right through his lies. She looked around, clearly looking for a change of subject. Their eyes landed on a sign for the Winter Formal.

“So I guess you’re going to that lame winter dance?” she joked.

“Of course not.” He could imagine any number of things he’d rather be doing.

“Not going? What about your girlfriend?” Michelle asked, feigning shock.

“I don’t have a girlfriend,” Peter muttered, realizing that he blushed every time she mentioned it. It was probably the only reason she still thought it was funny. “Why don’t you believe me?”

“It would explain a lot about you.”

“How so?”

“Well, you're moody and you disappear all the time. Not just during school work, but in the middle of any conversation.” Peter marveled at how easily telling the truth came to Michelle, like nothing she said was meant to bother him. “And if not, then what’s that hickey on your neck?”

“It’s not a hickey.” Peter regretted denying it. Trying to think of an excuse, he settled on hoping the truth wouldn’t lead to any questions. “It’s a bruise.”

Michelle’s smile was gone suddenly. “Please tell me it wasn’t Flash,” she asked carefully, her tone measured and serious. Her expression and body language went into such a change, like she was contemplating a plan of action. Peter stared at her like she was a vision, unreal in how easy it was to get her to care about his problems despite her icy attitude. “Peter?”

Even if his life as Spider-Man was too dangerous for her, he refused to lose her.

“Michelle, do you want to go to the dance with me?” he answered before he could stop himself. If he couldn’t be around her as Spider-Man anymore, he had to make her want to be around _Peter_.

“What?” she asked, her tone unintelligible. The reaction made him backtrack.

“As friends, I mean. Ned’s going. We could meet him there. Unless you really don't want-”

“Okay,” she mumbled quietly, her expression empty of anything but confusion. She had just a hint of a smile when she turned and walked away.

**Notes for the Chapter:**

> Only two chapters left till the end of this prologue! Let me know what you think <3


	13. A Friend Who Never Calls Me Crazy

Nervous as he was about the dance, Peter didn’t regret doing what he could to make Michelle like him. At the very least, he wanted her to be as close friends with him the way she was with Spider-Man. The very most of his intentions was an idea he was not ready to explore.

But this meant as Spider-Man he had to commit to not calling anymore, and staying away from the tunnels when he could. It would be hard at first, but worth it. Michelle had to be safe and she wouldn’t be safe if she kept helping him.

Unfortunately, the first days of silence didn’t last. When calls and texts didn’t work, she began leaving him notes in the tunnel. They scattered the wall in post-it notes.

_Spidey, where the hell are you? The news would be all over it if you were checked in at a hospital or if you died so I figure you’re alive. I hope you get this. I’m kinda worried._

_Spidey, are you sure you’re not dead?_

_Okay, now I’m just scared. I scanned hospitals for rooms with unregistered guests. I also looked up and visited every burn victim in the city (granted, there were 2). Coronary offices have no one that match your height and weight. No one’s found your suit._

_Where are you? I know you’re not dead. You were in a video last night._

_You left notes here. I know you’re reading these._

_You are such an ass, it takes one text to stop worrying me. One._

_Also, fuck you._

The last one made Peter smile a little, though he was sad to see how she was taking it. At school, Michelle was in a great mood with him but he could still tell she was hurt about something. Her father was doing better, if a little sleep deprived from the aches, so he knew he was the only source of her troubles.

While at school he got a text from her “I thought we were friends?” that worried him. He started following again, the act feeling even more invasive than it used to. Nothing about her movements changed except that she’d go to the library more often than the tunnel now. She was still leaving Spider-Man clues about the Kerrig robbers but she didn’t leave him notes anymore. She just left him files on Whitman, the man they bugged with the trackers.

By her behavior, it seemed like she was getting used to it. By her expression, she was still struggling. Peter didn’t like it either. He missed having someone to talk to but things were going to be better this way in the long run.

He took every opportunity to remind her about the dance in order to distract her. “So what color should I wear? I want us to match,” he joked. She laughed a little forced.

“I’ll wear orange,” she answered.

“Really?”

“If I said yes, would you show up to the dance dress like a traffic cone?”

“If it’d make you happy,” he answered, meaning it. She half-smiled. It was obvious to her that Peter knew she was upset, it had to be. Still, she wasn’t pulling herself out of the mood even just to comfort him.

“Just don’t flake out on me, bruh,” she sighed under her breath. Peter blinked.

“What?”

“You are super flaky. I half expect you to show up with an excuse as to why you can’t go.” She didn’t seem too upset, just frank.

“I will be there,” Peter asserted, wishing Michelle made it just a little bit easier to be friends on this half of their lives. She wasn’t wrong but he wished she’d stop digging at his insecurity. She kept her eyes on her backpack. He wondered if she expected her phone to ring, if she somehow hadn’t given up yet.

* * *

It was the day of the dance and Peter was finally feeling optimistic. After a week of silence, it seemed like Michelle had at least accepted that Spider-Man was out of the picture. He hated to upset her but he had to accept that Tony was right and this was the best course of action. 

Packing his backpack for the last period, he wanted to be ready to go meet Michelle at her locker. He realized he never asked about who would be picking up who. Aunt May’s car was small and humble, but it was a little less dramatic than a giant truck driving them to the dance. He figured it was the best course of action, but he didn’t want to assume she’d agree. He usually didn’t guess right about her.

“Peter!” he heard an angelic voice chime at him. Turning, he did his best not to let his jaw loosen when he saw Liz. “I’m still struggling with Spanish. Is there any chance I could get your help tonight?”

“Yes,” he answered immediately, before realizing his mistake. “I- I mean no. I have the formal.”

“Oh, I didn’t think you were going.”

“Yeah, um, I have a-a date,” he said, wondering why he couldn’t finish a sentence without stuttering.

“Who?”

“Michelle,” he answered after a minute as if the question was hard to process.

“That makes sense,” she told him with a smile. “I always thought something was going on between you two.” There was too much confusion in one conversation for Peter to be able to handle. He willed himself to snap out of it.

“There’s not. We’re going as friends,” he explained carefully.

“Oh,” Liz said, changing the tune in her voice to one that sounded….genuine? “So tomorrow, then?”

“Tomorrow?”

“Spanish. Tomorrow. I’ll see you in the library.” Peter could not believe his luck.

* * *

 

Walking up to Michelle, Peter was so over the moon he forgot what he was even there to say.

“Ew, why are you so happy?” Michelle said with an amused smile as he reached her.

“Liz just ask me for help tomorrow after school.”

“Win,” she answered him, smiling. He didn’t really talk to her too much about his crush on Liz. It didn’t feel...appropriate. Yet, she was always rooting for him even if he wasn’t addressing it.

“Hey, can we talk?”

“You’re not canceling, are you?”

“No. So Liz suggested that people think we’re dating and I was wondering if maybe we should tone it down,” He said, trying to explain his thoughts.

“Tone it down?” Michelle asked, in such a sympathetic tone that Peter could only assume she was faking it.

“Just-”

“Tone our friendship down, you mean?” she continued. He could feel just how badly he messed up.

“Michelle-”

“Well, sure, Peter,” she agreed, pretending to be helpful. ”We’re at about a barely talking level, so we could just go back to not talking.”

“That is not what I’m saying.”

“Then what are you saying?”

Peter sighed. “I’m sorry, forget I said anything.”

“Done,” she snapped before walking off. Peter never even got to ask about Aunt May’s car but it didn’t feel like it mattered anymore. Michelle was going to ditch him.

* * *

It took a long time for Peter to understand why Michelle reacted the way she did. After going dark on her as Spider-Man, being insensitive about their friendship was going to cost Peter some of her trust. When they got to her door, Peter prepared his apology, rehearsing lines out loud before ringing the doorbell. 

Not even a second later, she opened the door. As if she had been waiting.

“Frightening, isn’t it?” she teased.

“How did you-”

“I waited by the door,” she said, shrugging. “I didn’t know you talked to yourself.” Peter looked to the peephole and sighed. He deserved that.

“Look, I’m really-”

“Is that May? Is she driving us?” Michelle asked, ignoring him as though nothing was wrong. Peter wished she’d just be mad at him. Sighing, he finally really looked at Michelle and noticed her dress.

“That is so-” Michelle raised a hand at him to stop talking. She was wearing a bright blue flowy dress and sparkly shoes. The first word that came to mind was frilly when he looked at it. It looked fine, it just also looked so strange on her. Peter wasn’t even sure in the time that he’d known her if she ever wore a dress. Or heels, for that matter. Her hair was done up nice, the characteristic frizz gone, making her look like a completely different person. She was even wearing makeup.

Peter wondered briefly if she lost a bet. She pulled a backpack up off the floor.

“Blue. Too blue. My dad bought it. I have a change of shoes and clothes in my backpack. Let’s go before he sees them.”

As if on cue, he heard Aunt May stop the car. “Shut up!” she cried out in shock from the car. “Michelle, you look so cute! Look at your hair!” Peter was embarrassed for Michelle’s sake. Pulling out her phone, Peter knew what was coming.

Pictures.

“Get close together you two!” she called out happily. “I have to get a picture of this. You both look so cute and grown up.” She was practically cooing at them. Michelle discreetly hid her backpack behind her back as she smiled for a picture. Aunt May was the only one who could get her to agree to things like this. Michelle let out a quiet whine when her father David came up and took it from her. 

“Oh Michelle, I’m so happy it fit,” he said, as if playing along to the idea that she wasn’t hiding anything in the backpack.

“Thanks, dad,” she said, doing her best to sound grateful. Looking to Michelle for support, Peter knew when she met his eyes they both willed for an escape.

* * *

“For the record, you do look nice,” Peter tried as they got out of the car.

“Shut up.”

“I’m surprised you still came. I’m really sorry about before.”

“I honor my commitments, Parker,” she quipped in a condescending tone. Michelle occasionally held the authority of a frightening schoolteacher. “You better not disappear on me.”

As often as she said it, Peter didn’t like to promise her that he wouldn’t. He knew better than to lie about things he couldn’t control. He would do everything he could to keep from abandoning her. Keeping her friendship was top priority now, especially after he came so close to pushing her away. There was no coming back from abandoning her as Spider-Man. The thought of losing her scared him, Michelle meant too much to him for that.

Just when he thought the mood was dead, he heard a familiar song on the radio.

“W _ise men say,_ ” the slow song began. Peter had an idea. Michelle seemed to be able to read him.

“No." 

“Come on, you love this song,” Peter insisted, seeing right through her stiff expression. She crossed her arms and shook her head. He stretched out a hand and she just looked at him like he had three heads. Clearing his throat, Peter took the one action he knew was necessary to convince her. “ _Take my hand-_ ”

“What are you doing?” she asked, horrified.

“- _take my whole life too_ ,” he continued singing. She took his hand with a pout.

“Just stop singing.”

Peter was horrible at slow dancing. Terrible. When he wasn’t stepping on her toes, he was asking her to stop laughing at him. He had to threaten to keep singing to scare her into silence. Even then, her giggles were escaping their form.

“People are staring. Won’t Liz hear about this?” she teased.

“I am sorry. Really,” Peter said just as quietly.

“It’s fine, you were just being dumb.” Even Peter chuckled at that. The song ended, and Michelle looked off to the side while Peter looked the other way, catching sight of Ned staring like his world was just blown away.

“Excuse me a minute.” he approached Ned..

“Is it Michelle?” Ned asked. “Is Michelle your secret girlfriend?”

“What?” Peter asked, his voice slightly raised. People turned their heads to him, and he walked Ned off to the side. “No, we’re just friends.”

“It all makes sense now.” Peter heard a chorus of ‘no’s run through his head. He didn’t want anyone talking about what he felt, not before he could have a chance to figure it out himself. Ned ran through his reasons, mainly citing that Michelle and Peter spent so much time together and never talked about why. He noted how much May loved Michelle, how much David liked him. The way they’d sit together at dinner, and how rarely Michelle insulted them nowadays.

Peter wished he could explain to Ned, but Michelle’s business was not his own. Before he could say anything, Michelle cleared her throat from behind him. She didn’t seem to have heard.

“What are you two losers talking about? Ned looks like he’s seen a ghost.”

“I-I-We-” Ned was never good under pressure. Michelle just raised an eyebrow. He never had trouble talking to her before.

“Ned just needs a minute,” Peter said finally. Ned nodded, looking at Peter with a smile like he was picking up a message about privacy that Peter had not intended at all. He stared after him, wondering how he’d get him off of this train of thought. He didn’t break eye contact until Michelle cleared her throat again.

“Peter,” she said his name the softest he’d ever heard it. She came closer, speaking quietly. “I wanted to thank you. For everythin-”

Just like clockwork, Peter’s phone rang. The contact flashed ‘Anthony’. Tony.

“I’m so sorry, Michelle, I have to take this.”

“Go ahead,” she said, clearly doing her best not to say I told you so. Stepping away, Peter answered the call.

“How fast can you get here?” Tony asked. “It’s quick, I promise.”

“Can we do a rain check?”

“No.”

“Give me a few minutes,” He answered. He knew that if he was being called, it had to be important. Turning to Michelle, he realized this was going to complicate things. He didn’t even know where to begin talking her out of anger.

“You have to go,” she guessed.

“Michelle, I am so sorry-”

“Peter. Just go,” she told him calmly. She didn’t look disappointed. He stared, unsure of whether this was a trick. She sighed, clearly doing her best to calm down from whatever initial reaction she had. “I know I’ve said a lot of things. You disappear a lot but I’m not friends with you because I think that’s all magically going to stop one day.”

“I promised you I wouldn’t leave.”

“And I know you meant it,” She said. “I’m not friends with some ideal version of you. You don’t expect me to wake up one day and be different. I don’t need you to change either.”

Peter didn’t know what to say.

“Okay. You have got to learn to stop staring,” she snipped playfully. “Go get ‘em, Tiger.”

Peter could barely register what he was feeling at the moment, but one thing became abundantly clear: He needed Michelle and he didn’t ever want to lose her.

Nodding, he hurried out the door. Once he was out of the gym, he turned the corner, pressing his back to the wall. He turned on his second phone and peeked over to where Michelle was standing, doing something he should have done a long time ago. He dialed her number.

With the phone’s filter slightly changing his voice, he whispered into the phone. “What are you up to?” There was a long silence. Peter wondered if she had hung up before she finally answered.

“Getting ditched at a school dance,” she replied softly. He could hear her smiling, though her back was to him. In a way he couldn’t understand, he really loved that she had missed Spider-Man. 

“Sucks,” he said, happy that they were talking like this again

  
“No, I’m sure he had a really good excuse,” she answered honestly. Peeking over, Peter could see Michelle still smiling as she walked off to a corner to talk. “People do all kinds of things for good reasons.” Peter sighed, relieved he’d finally found someone who understood.

“Do you want to go on an adventure?”

“When?”

“Give me an hour.”

Another long pause.

“See you on the roof, Spidey.”  


**Notes for the Chapter:**

> Thank you to my beta Splendid_Splendont!
> 
> One chapter left!! I'm so excited to write up the ending for you all. This prologue has been so much fun, but I can't wait to move on to the main story. As always, please tell me what you think. Last chance before the end. <3


	14. You Make Me Feel Good

**Notes for the Chapter:**

> Last chapter!

“I found your guy,” Tony announced as soon as Spider-Man popped up on the Stark Tower balcony. He said he wouldn’t get involved with Peter’s cases, but occasionally he did give some input. Once Michelle confirmed the man’s identity, Tony had been their first call. She knew exactly how to force him to hear them out. Meaning she wouldn’t stop calling and talking over him until he agreed to help. Peter was starting to follow her lead, now that he knew that it worked.

“Remember how I said his name sounded familiar?” the man asked, approaching with a file. Peter nodded. “Read this.” Immediately scanning through the files, Peter saw a photo of Whitman and his job history. Reading through, he saw an arrest record. “He laundered borrowed money from the federal reserve?”

“Are you done reading yet?” Tony asked. Peter shook his head. Tony tinkered away with a gadget at one of his desks as Peter finished reading. There were documents from Damage Control regarding the real charges: laundering money from the Department of Damage Control.

“What does this mean?”

“The arrest record is real, but the charges are fake,” Tony explained from his desk. He pulled up a picture of Whitman’s arrest record. “During a sting, we found a collective of bankers who were taking money provided by Damage Control.”

“Why would Damage Control give banks money?”

“During the New York attack, a lot of records regarding finances and people’s property were destroyed. In the chaos, a lot of people lost recent deposits or had to borrow money to restore their lives. Some banks were destroyed entirely and charged customer accounts to rebuild. The DDC found a way to pay low-income families back in order to prevent chaos.”

Peter nodded to indicate that he was following, but he couldn’t help considering how cold hearted someone had to be to take money from people who need it most.

“Whitman is one of many that told the public the help was minimal, keeping the money for himself while people went bankrupt. They arrested him, but they couldn’t allow word to get out about what he and the other bankers really did. So the DDC changed the charges. Somewhere along the line, their case tampering was exposed. In exchange for silence, they dropped the charges.”

“And this man got to go free?”

“Yes.”

“You _own_ Damage Control,” Peter said, confused.

“I didn't know about this until it was too late,” Tony said in his usual tone. It was hard to get him to admit he was wrong. When he did, it usually ended up with his admittance being very casual. Peter did his best not to let that get to him. “I want them put away, but I need you to do me a favor.”

“What?”

“When you turn him in, don't mention Damage Control.”

“What?”

“I'm not asking you to lie. He was dismissed on the charges for DDC. There's no point in telling them. What matters is the robberies.” Peter was stunned at the request. He didn’t want to judge Tony, but this didn’t seem like something he could do. Tony’s demeanor gradually changed to something much more uncomfortable to watch.

“Is this the company you said you wanted to keep from going public?” Peter asked. As always, he didn’t answer.

“Business isn’t easy. I do everything to keep things like this from happening but I can’t be everywhere. People are selfish, Peter. That makes them dangerous. That’s part of why I do what I do now.” Tony took back the file. Peter nodded. Even if he didn’t agree, he knew Tony was only ever looking out for everybody.

* * *

“Mr. Stark says it’s important that we catch these guys,” he repeated to Michelle that same night when they met at the tunnel. Peter knew they didn't have the evidence yet to get Whitman and his crew on the robberies. They had found the Kerrig robbers’ lair after only a week of tracking them, but finding them wasn’t enough. They needed proof.

“That’s great, so what’s he going to do to help?” Michelle asked, expectantly. Spider-Man turned to her, hands down because he didn’t have a defense. “You’re joking.” He heard her mumble something under her breath about the rat before picking up the phone.

“Please Michelle, can we try to solve this one without him?” She looked at him curiously before putting the phone back.

“We could use the trackers,” she suggested after a quiet minute.

“How?”

“I’d have to adjust them, but there is something in the manual about using them for audio. It’s very temperamental though. We’d have to use a lot of them-”

“That’s perfect-”

“-And I’d have to go with you.”

“No.” He was ready to insist when he saw the brief flash of anger in her eyes that didn’t reach the rest of her face.

“I think it’s time we talk,” she said, in a mild tone that was probably the softest to ever strike fear in him. “Going dark on me like that was _cruel_. I understand what you thought you were doing but you need to start taking me seriously. I deserve more after making it this far, Spidey.”

Peter was going to argue, but he didn’t want to make her angry. In trying to find the right words, he realized he didn’t have a good enough reason that she’d actually listen to.

“I just want you to be safe, Michelle.”

“And I am just here to help. To put the bad guys away. I’m not here to be protected. I know I’ve let it go a lot, but I am not anybody’s girl, I’m not a sidekick.” And with that, Peter knew he didn’t have another choice. The police had no idea who these guys were yet, meaning there was nothing to trace to their identities. Getting them arrested now could just as easily mean they’d get released due to lack of evidence. They made it in and out of the tunnel without incident. Michelle was an expert at getting the trackers to work as audio bugs.

Yet again, Michelle was proving herself invaluable to him.

* * *

“I can understand why the Kerrig robbers went after Whitman’s company, but they were too unpredictable for things to be so clean,” Peter noted as the information poured in through the bugs that night. The computer was transcribing their conversations as he and Michelle watched.

“What always stuck with me is why they would change bank chains,” Michelle posed.

“You said they were targeting Kerrig safes. Tony says those combinations are given to the highest executives. Whitman would have had clearance.”

“He would have known his own chain’s combinations. What about the other four chains?” she posed. “Kerrig safes are only available to those who know the combinations.”

“Whitman had plenty of help.” For a minute, Michelle put up the volume and listened carefully, counting.

“There are five of them,” Michelle repeated, distracted.

“Yeah, there were five of them at the bank.” Michelle rushed to the other side of the tunnel by her books. “I told you that.”

“You said Tony said Whitman wasn’t the only executive who was arrested, right?” Peter only told Michelle half the story Tony told him. As far as Michelle was concerned, Whitman was an executive accused of stealing from the Federal Reserve.

“He was the only one in his chain.”

“What about other chains?” The realization finally sunk in. Five chains hit by five men.

Michelle began searching other executives arrested on charges of stealing from the reserve. Many results turned up, but only a few per bank. On a different screen, she searched for videos of each man, programming the bugs to isolate voices.

On Youtube, Michelle found videos of each executive making a speech. From there they narrowed down one man for all of the four other branches. By the end of it, Michelle finally stopped holding her breath and Peter cried out.

“We caught them,” she breathed out nervously.

“We caught them,” he repeated, excited for what was next.

* * *

The next day at school, Peter had to do his best to stifle his smile. Walking up to Michelle, he figured his best course of action was to apologize for ditching her at the dance. When he reached her, she was practically glowing from how happy she seemed. It was like every weight on her shoulders was gone.

“What’s going on?” he asked, feigning surprise.

“I had a good time at the dance last night.” Peter knew it was a lie, but he was flattered regardless. Leaning on the locker next to her, he smiled back, unable to hide his mood.

“I’m sorry for leaving.”

“I meant everything I said, Parker.” She shut her locker and hugged her notebook to her chest. “Walk me to class?” she suggested. Peter could feel the change. They were friends, real friends now. She was friends with him _and_ Spider-Man.

“How is your dad?” Michelle’s smile faded for a second before returning.

“You know, it’s so funny, he got really bad for a while and then he just got better.”

“What?”

“Yeah, it was killing him to go without something to numb the little fits he’d get. Then, I think they stopped coming. He’s even had a lot of energy lately. He’s been all over the place.”

“That’s good, I guess.”

“I hope it is. I’m trying to stay optimistic.”

“That’s not your style,” he pointed out.

“It’s time for a change. Just don’t tell anyone. I have a reputation to protect,” she joked back. Peter never really thought he’d find this much relief at once. Everyone would be happy soon. Once the robbers were arrested, everything would be over. He had the damning feeling that maybe the arrest would go wrong but he was too happy to let paranoia get to him.

As they sat together, Peter didn’t even try to stop staring even when it made her blush. They laughed between themselves over nothing. When Ned gave them a weird look, Peter didn’t let it phase him. Things were going to be different.

* * *

After they bugged the lair, the Kerrig case seemed to solve itself. Once the police had the audio they gathered from their conversations, it was just a matter of Peter setting up the right trap. Spider web was never going to hold them for long. With the FBI calling in a SWAT team, the combined effort became enough. With the evidence on their side, Whitman and the others would be going away for a long time.

Michelle seemed perfectly content not looking into Spider-Man’s theory that they were not human. So long as the criminals were behind bars, she didn’t really seem to think there was much mystery to pursue. Peter knew as soon as the men were put away, Damage Control would do everything to hide their non-human identities.

Maybe it was just a trigger for him, but Peter couldn’t let it go. If Oscorp was causing any more trouble than it already had, he had to know about it. These robbers weren’t just strong, they were mutating. Something was off about their histories and he intended to find out what.

* * *

At school, everyone was talking about the news. There was a sign outside thanking Spider-Man for keeping the streets safe. The halls were loud and busy, everyone rushed as they hurried to discuss the Spider-Man’s latest feat.

Before anything else, Michelle had rushed to Peter’s side before first period. She surprised him with a hug. She had promised Spider-Man would catch these robbers, and he did. Peter didn’t let go for a long time, just happy that it was all over.

The dead man’s figure would always stay in the back of his mind, but maybe he could forgive himself now. They’d caught the robbers, they’d caught his killers. Peter vowed to get better at this job. Still, he knew he couldn’t keep the promise unless he kept digging. He had to expose Oscorp, he had to find a way to get the city safe from them.

* * *

It was time for Algebra, the one class he always ignored. Peter was prone to research when he thought no one was watching. Peter sat in the back of all of his classes for this reason. Ned was there, but this was the one class where he’d sit away from Peter. Unlike Peter, Ned loved being the best in the class, often sitting in the very front so that he could show off. It gave Peter the opportunity to research without being watched.

Peter was deep in his research on the company’s backers when he was startled as the class started.

“What are you looking at Oscorp for?” Michelle asked from behind him. This wasn’t her class. She took algebra with a completely different teacher. Besides-

“This is your free period,” he blurted out, loud enough for the row in front of them to turn around. Michelle just squinted at him.

“I have to make up a class,” she explained, pulling out the seat next to him. “So why are you looking at Oscorp?”

Peter turned back to his tablet, thinking up a good excuse to himself. There was a giant green box labeled Junior Internships: Apply Now! “I am thinking about switching internships,” he lied, already trying to come up with a reason why it wasn’t working with Tony Stark. “The Stark internship is getting really boring.” It was weak, but it would have to do. She hadn’t doubted his lies yet, he wasn’t sure she ever would anymore.

“Boring? Peter, you spend every minute of every day working there.”

“That’s why. It’s just time for a change.” Michelle watched him work for a minute. Peter clicked on the internship application just to seem convincing. When she finally spoke up, it was in a more supportive tone.

“Well, you know how I feel about Oscorp.” Peter turned, slightly worried. The only time she’d mentioned Oscorp to him was when he was Spider-Man as they investigated local institutes. Before he could ask what she meant, she shattered his mindset, clearly seeing the confusion on his face. “That’s the company that operated on my dad. Didn’t I tell you?”

It was as if Peter had entered a new world. He couldn’t warn her, but someone had to. Half an hour had passed and he was practically coming out of his skin with how badly he wanted to warn her. Staring at the clock, waiting for class to end, he tapped his foot nervously planning his escape. He’d have to get a phone call to her. She’d listen to Spider-Man.

As Peter schemed, he was distracted when he brought his eyes down to the door to the hallway. There was Aunt May, walking past the classroom door with the guidance counselor. Sure that he’d gotten himself into trouble, he was confused when he saw the principal also pass, seeming rushed.

He met Aunt May’s eyes, and she looked away quickly before passing the classroom. She didn’t look angry. She looked sad.

_A principal, a counselor, Aunt May._

Considering Peter didn't have anyone left to lose except for her, he couldn’t imagine what they were going to tell him. He glanced at Ned, sitting in the front of the class, looked back to Michelle. They were all safe. Tony was probably safe or the entire school would know about it by now.

The teacher walked to the door for a moment, whispering with whoever was there. As Michelle unknowingly covered the noise by tapping her pen on the table, he could only make out the last words: ‘Yes, she’s right here. She’s making up a class.’

Peter recognized his mistake. He never considered the possibility that Aunt May could be anyone else's emergency contact. He looked to Michelle, wanting nothing more than to brace her, prepare her for whatever was about to come. Instead he froze. He knew he could never have been prepared. There was nothing he could say that would make this any easier.

_“Michelle, could you please report to the principal’s office?”_

**Notes for the Chapter:**

> And that's all she wrote! I really hope you guys liked this. Stay tuned, later today I will post here for news about the next part, as well as a preview. I will be saying more in that note. As always, please let me know what you think. <3 I really hope you guys liked the ending.


	15. Take My Hand In The Middle Of A Crisis, Intro to Part 2

**Notes for the Chapter:**

> Welcome to Part Two! I am so happy to be starting the actual series. This is my first series so I’m feeling very talkative. Thank you so much for joining me for the prologue. This was so fun to write.
> 
> I’m not going to lie, I’m screaming. And I am really excited to be presenting to y’all the short introductory snippet to the next part of the series, as well as the proposed summary:

After getting the news, Michelle couldn’t really remember how to speak. Occasionally words would just come out, but rarely were they about what she was thinking. She asked ‘what now?’ when she really wanted to tell them they would have to drag her screaming from her home if they intended to move her. She asked things like how and where when what she really wanted was for everyone to leave. More than anything, she wanted to go home, but instead she asked if she would have to go back to class.

Her numb reaction concerned the counselor, who insisted on having a moment alone with her. It felt like hours since the principal left to speak with May. When they left, she could hear they were discussing paperwork and custody. The principal was intent on finding Michelle's godparents, since she didn't have immediate family other than Vincent. All she'd ever known about her godparents was that they were around until she was ten and that the Jones knew them through her mother. When her mother abandoned them, they didn't have the guts to show their faces around the house anymore. They never even said goodbye to her.

She had never known May was her emergency contact now, but by May's surprise, it was clear she didn't know either. It only made sense. Ben was probably her last contact, with how close he and her father were. Ben was there for them when her parents separated. He and May took Michelle and her brother Vincent out to watch baseball games and see movies to keep them distracted. They came over and cooked dinner when her father couldn't find the energy. They dragged David to church when he tried to skip too many Sundays. They were better parents to her at the time than her own mother had ever been. Not that she'd tell anyone, but Michelle felt more regret when Ben died than when her mother walked out on them.

The thought of her father and Ben being reunited now made her swallow hard as she forced herself to think of anything else.

When Michelle concentrated, she zoned out of her surroundings completely for a few minutes. Her mind would go to places that would help her keep her head straight. She was silent as she focused on escaping the moment. The school counselor was there sitting across from her, waiting for her to speak now that they were alone. She didn’t have anything to say. She refused anyone the satisfaction of watching her breakdown. She was strong enough to handle this without falling into pieces.

Michele didn’t know how closeby May was until she could hear her voice through the door. “Foster care?!” was the one audible fragment. May's tone was indignant and harsh. It was enough to snap Michelle out of her own mind.

If they couldn't find her godparents, it only made sense that they'd turn her in to the state. She refused to go to foster care. She would run away the moment she could if it meant she wouldn't have to go. _Spidey would hide her._ He would help her escape if she needed it. She would rather live in the damn tunnel than let them take her. Surely they could find a way.

The counselor looked at her expectantly, catching on to the change in her expression. Michelle didn’t intend to tell her the thoughts that rushed into her head, but she braced herself with a plan. There would come a time where perhaps they’d let her stop in the bathroom. There was a window in the girl's room nearby. If she could find a way to get through it and go get her phone-

Before she could finish the plan in her thoughts, her strength reached its limit. Michelle started crying hysterically for the first time since she heard the news. She was never one to make a scene, but her sobs came to her violently against her will. She felt like she couldn’t breathe through it, her chest collapsing in on her and tightening around her lungs. She realized nothing was going to make this any better, not a plan, not a distraction. There was no solution.

May barged into the office quickly when she heard Michelle cry out. Michelle didn’t notice her come in until she was suddenly face-to-face with her, May was kneeling on the ground in front of her just to be at her height.

“Michelle, look at me,” she whispered. Michelle briefly silenced herself like it was a part of the command, hiccuping and sniffing as she held back a new wave of sobs. She could see in May's eyes that she had also been crying. May brushed Michelle's hair out of her face, away from her tears. “You’re coming home with me. Is that okay with you, sweetie?” Failing to hold in the next wave, she could only nod before May wrapped her in a hug as she continued her fit.

It was two hours since she got the news and Michelle had been certain at the time that she’d never feel safe again, but that moment with May changed everything. Michelle was afraid she’d never be able to let her go. She discovered that day that neither she nor her father were indestructible, and that was enough to shatter her entire world.

* * *

Part 2 summary:

_Unable to see through the fog of her own grief, Michelle becomes obsessed with getting revenge against Oscorp for what it has done to her family. With or without Spider-Man's help, she sets out to take the corporation down from the inside. Starting her new internship there, Michelle's mission is complicated enough when a self-obsessed rich kid named Harry Osborn walks into her life. Still not privy to Spider-Man's true identity, Michelle finds herself juggling her crush on the masked hero while settling in with her new custodial family: the Parkers._

_Still attempting to understand his connection to Michelle, things only get more complicated for Peter when she moves into his home just when concealing his identity is most necessary. While trying to drive her away from this obsession with Oscorp, Peter struggles against nightmares about his past, finally confronting the events that made him who he is today._

 

**Notes for the Chapter:**

> _For those who want the short version of this A/N, here are the last things I’d like you to read:_
> 
> [Be sure to subscribe](http://archiveofourown.org/series/772695) to the _series itself_ so that you will be notified about the next part going up.
> 
> I also wanted to ask a favor. In order to avoid continuing to worry about smaller details about the next part, I’m just holding a quick vote. It’s super short, only 2 real questions. [Here is the link.](https://goo.gl/forms/vjrwwUcqIjtfmALm2)
> 
> And I know I say it a lot, but if you are one of my readers, be sure to talk to me. I am making a bunch of changes to the series based on what I _think_ you want, but if there’s anything you want to see, or you want to make sure I don’t cut out something you enjoyed, please be sure to talk to me. I also accept anons on my [tumblr](http://spideychelle-romanogers.tumblr.com/ask). I think there’s just enough readers that it’d be easy to tailor the story a little. I've had a chance to talk to a few of you already and it's been so great. Your opinions mean a lot to me.
> 
> [Here’s the extended version](http://spideychelle-romanogers.tumblr.com/post/163546721432/extended-an-for-the-end-of-the-prologue%0A) of this author’s note for those of you who like hearing me babble. It includes a link to the short introduction to Harry Osborn. This tumblr will hold excerpts, deleted scenes from this story that I plan on posting, requests, any general voting matters, etc, so be sure to stay tuned. It's been great, everyone. Thank you. <3


	16. Author's Note

**Summary for the Chapter:**

> Important Author's Note.

Hello,

I am going to move Act 1 into this story. I'm not going to be separating the parts of this fic anymore! The next five chapters will be repost. I realized the structure I preset was no longer necessary because I ultimately made the outline a lot smoother in story transition. I don’t want to keep splitting this story into separate parts since it is continuous. So I will be consolidating these chapters into this prologue’s AO3 posting and renaming it. It will soon be renamed from “Fated to Pretend” to “The Making of Michelle Jones”. Subscribe to/bookmark this posting instead if you want to continue getting updates for this story, because I will not be posting on the other fic anymore.

The story itself is staying the same. I love this story and intend to finish it. I spoke to Sam, my co-writer and we’ve come to an agreement about this decision.

I will also soon be announcing that I will be posting on a specific schedule.

Best,

Alice

PS. Those five chapters will be reposted today. So apologies in advance for those five reposts. ****


	17. Act 1, Chapter 1: You've Got To Make It On Your Own

Michelle finally got it together just long enough for them to leave the office and head over to the car. As if on purpose, the school bell rang just as they got out the door. Aunt May tried to shield her from the oncoming rush of teens. Michelle couldn’t stomach the idea of being seen by her peers and having this event define her story in their eyes forever, even to those who already knew her.

Her family didn’t deserve any of it. In trying to resist tears, she pulled herself into a panic where she was just choking back emotion. Trying to gasp air in quietly, she wanted to relieve her lungs before the sorrow could reach her eyes. She couldn’t start crying again. If she did, she wouldn’t have the control needed to leave.

Feeling a gradual burn on her skin as though the eyes were radiating heat onto her, Michelle realized there was nothing worse than the feeling of being witnessed in her grief. Looking up to see who was staring, Michelle mistakenly made eye contact with some of the last people she ever wanted to see. Flash and Liz were by their lockers talking when they turned to inspect the source of the growing whispers in the hall. She felt helpless in their stares. People were clearing a path in the hall for her when they saw her face. She wondered if she looked as broken on the outside as she felt on the inside.

“Eyes down, Michelle,” Aunt May told her quietly. Michelle realized she was right. Focusing on her feet made this easier. As they made their way through the hallways, Michelle felt like she couldn’t breathe until they reached the car.

* * *

Peter ran out of Calculus like he was on fire. With the students bustling about, raving over Spider-Man, people were lumped together much more than usual. He didn’t even try to avoid hitting people as he ran. The hallways flew past him as he realized he was running too fast for his usual self, but that consideration didn’t last a second. Having to grab the door frame to stop himself, Peter scanned the entrance to the principal’s office before bursting in unannounced.

“Where are they?” he demanded. Principal Morita, though looking slightly concerned, was not amused.

“They left.”

“Where did they go?” With the way the principal crossed his arms, Peter knew this was going to take time. He couldn’t spare the chance to catch up with Michelle and May. He had to race time to be able to reach them.

Once again, he raced too quickly through the halls to the locker section that held his suit. With the halls crowded, the students were still at their lockers. Since he hid his suit under the lockers, Peter would have to wait for them to leave.

Catching Flash’s attention, Peter didn’t startle this time as he approached.

“What are you doing here, Parker?” he asked, though this time the question didn’t seem confrontational.

“I’m grabbing something for Ned,” he lied quickly, out of breath. One of the taller students next to Flash went back to his point.

“Just when I thought she couldn’t look any worse-” Peter was just waiting for them to close their locker doors and leave, staring at his feet and trying to stay off their radar. Flash didn’t find a reason to pick a fight and Peter wasn’t going to give him one. It didn’t even register with him that Liz was standing right there. In fact, he didn’t even know what they were talking about.

“You’re not funny,” chimed Liz in a stern voice.

“Did you see her though? What a trainwreck.” He started laughing. Even Flash looked a little stunned.

“Dude!” Liz snapped. The boy only got louder, just as Peter was finally understanding.

“She’s plain on a good day but she looked possessed just now. Did you see her, Flash?” the stranger continued. “What was she even crying about? Did someone take her book or something?”

Knowing now that the kid meant Michelle, he wasn't able to grasp what he was doing until he saw the blood on the stranger's face. He didn't even understand what he was doing until he watched the blood coming out of his face. Peter could only stare before looking to the others for help explaining what happened. Liz and Flash were staring back at him like he’d been possessed.  

Just before he could figure out whether he wanted to apologize for punching him or if he should just tell him he deserved it, he saw Principal Morita in the hallway. Clearly, he’d followed Peter all the way from his office.

Peter was pretty sure he’d never heard the man raise his voice that way before.

* * *

There was a certain kind of physical pain that came with grief. It was soothing to focus on that ache, because it would always be easier to face than the emotion. The pain Michelle felt after holding her breath for so long, the ache in her eyes from crying, the soreness of her throat from calling for her father. It was better to feel that pain than to repeat what happened in that hospital room.

Michelle almost wished she’d never seen him like that. David looked peaceful, as though he hadn’t felt a thing. Still, he wasn’t the bright happy man he had been before. He was cold and still, lonely. She never needed to see him like this, but it was her own fault for insisting on saying goodbye.

May needed her own time to see him. Despite her immediate flight reaction, Michelle didn’t rush her. Just like herself, May was losing everyone. Besides, May had to make more arrangements on her behalf with the doctors. Being that they had no extended family, Michelle was technically the only one able to make decisions about these things. Even then, they couldn’t let her have too much command because she was a minor. With her brother away, May seemed like the only reasonable decision maker around to do the paperwork.

Besides, Michelle was too numb to say much. She just meditated on the physical pain she was feeling, drifting further and further away from this room or her own heart and focusing on the comforting ache. Meditating would get her through everything when compartmentalizing couldn’t.

It felt like hours before May finished. On her way out, Michelle didn’t fail to notice the hospital that treated him was the same one where her father was operated on. It was too far away from his job for that to be a coincidence.

* * *

This was a mistake.

In Peter’s defense, he didn’t even know he was going to punch that kid. He’d sworn off defending Michelle ever since she asked him to. This time it was personal, though. It took Peter a lot of time but he eventually convinced the principal to let him go home. Peter had his suit packed, ready to head home, when he saw Ned in the hall.

“May called while you were in detention,” Ned explained. Peter pulled his phone out to check his calls. There were five missed in the time he was in the principal’s office. “What’s going on? She says you have to stay at my house tonight.”

“No. No no no,” he chanted like a mantra as he called May desperately. Peter wasn’t going to sit on this all night. He was responsible for this. Peter felt he should have known, that he should have told Michelle everything about Oscorp. He’d been through this kind of loss and he couldn’t let Michelle go through it alone.

“Ned, I will meet you at your house but I have to go find May.”

“Peter, what’s going on?” Ned asked, concerned. “You’ve been acting weird for weeks now.”

Peter sighed, realizing he hadn’t moved yet because he was partially frozen by the predicament of really reaching Michelle. She wouldn’t want to see _Peter_ and he didn’t know how to get Spider-Man anywhere close to her with May around. “I’ll cover for you but you have to tell me what’s wrong.”

Peter suddenly realized Ned’s concern. Peter had spent so much time focused on Michelle and the robbers he’d ignored the rest of his life. Including Ned. Straightening, ending his rush, Peter accepted that he didn’t have a solution to this problem yet and needed to ask for help. “I think something happened to Michelle’s dad. They called her to the principal’s office and Aunt May came over. I don’t know where either of them are anymore. I can’t help them if I can’t find them.”

Though it wasn’t as though he’d ever forgotten, Peter had a perfect friend in Ned. Peter was on the edge of breaking down and it was like Ned just immediately understood what he was feeling. This was hitting too close to home and the first person he would turn to was missing. Aunt May couldn’t be here to comfort him and Peter had forgotten what it was like to face loss alone. He didn’t want Michelle to feel like this. He knew what it was like to lose yourself in a deep pit and he didn’t want her to have to face that sort of loss at all.

“We’ll keep calling,” Ned said, extending his hand to carry Peter’s backpack for him. Peter reluctantly handed it over, knowing Ned was right to stop him. “May will pick up eventually. If anything happened, Michelle probably wants to be alone.”

* * *

The car ride in traffic made May angsty, but Michelle couldn’t feel the time pass anymore. Michelle didn’t even ask where they were going when she got in the car. The only thing she wanted was to get away from the hospital.

“Does Vincent know?” she asked after a long silence.

May sighed. “No. I called, but there are few regulations on how to best inform him. I figured I should talk to you first.”

“They won’t let you speak to him directly?” Michelle asked, finally straightening up.

“Possibly. With things like this, though,” May paused for a bit, trying to collect herself. “They prefer to tell them in private because it would be too hurtful at visiting hours. Especially in public.”

“I don’t want a stranger to tell him.” They stopped at a light. May regarded her solemnly.

“He will have support. They give him privacy. Someone to talk to. They might give some leeway when we visit.” May froze up before slowing the car down. “Is that it? Do you want to go see him today? We could turn around.”

“No,” Michelle said, changing her mind. “They can tell him.” She thought about what it would be like to visit him. Michelle didn’t like to show emotion in such a public space, so she imagined the discomfort of her and her brother both falling to pieces around the other inmates and their families. They were both far too reserved for that. She needed to spare her brother her own experience.

“We can visit him tomorrow.”

Michelle nodded, done wishing that her brother was in a different situation. They were all trapped where they were and Michelle was done hoping that anything could change. She felt as though it was wise to make her father’s recovery mark the last time she felt hope for something so close to a miracle in its sheer impossibility; it was time to reign in her dreaming.

“May, none of it is true,” Michelle whispered.

“What?”

“My father was not an addict,” she asserted quietly.

“I know that. I just don’t know how this happened.” Unlike Michelle, it was very clear that in some limited capacity May really believed this was real. Michelle supposed that if she had never met Spider-Man, she would have to believe it too. “He said he threw the medication away.”

“They can’t just get away with lying like that.”

“Who knows, sweetie? Maybe it was the pain. Maybe he just-”

“He knew he couldn’t.”

“He might have found some. I’m sure he didn’t think it-”

“He didn’t,” Michelle countered, raising her voice. May clammed up, but she didn’t get angry. Dialing herself back, Michelle sighed and tried to regain her composure,. “I’m sorry, May. I didn’t mean to yell.”

May simply waved away her concerns, “So where do you want to go? I’ll take you anywhere.” While Michelle wanted to consider other options, find some way to escape, she knew she couldn’t abandon May’s side and hide herself away.

“Home,” Michelle decidedly weakly, settling for reality. “I just want to go home.”

* * *

Peter was crumbling under the stress at Ned’s house while his friend was doing his best to keep him together. They were building a Lego Sandcrawler, the latest in collector lego sets that his older cousin had passed down to him. A few pieces were missing, but Peter and Ned were never picky. They did their best to keep their conversation on anything other than their current endeavors, but occasionally a thought would come to Peter and he’d rear the conversation back to May and Michelle.

“Maybe he’s just sick,” Peter posed. Ned gave him a knowing look. They both knew they weren’t supposed to be talking about it. Peter wanted to stop himself but couldn’t. “They could be at the hospital right now. I should go.” Peter stood and picked up his backpack for the third time since they arrived, convincing himself to run on after them.

“If they were at the hospital, Aunt May would have had you meet them there,” Ned pointed out carefully. “You just have to wait. She’ll call you back.” Peter didn’t know exactly how Ned was picking up on his panic, but he gave him credit for always being able to read him.

It wasn’t a surprise either, just a mystery. Peter met Ned years before Peter's parents passed away. The Parkers had just moved a few neighborhoods over to be closer to Uncle Ben. Ned was there for the good before the bad. Best of all, he was the only friend that stuck with Peter when he turned into a brat during his grief. He attacked everyone. He lashed out on his friends just out of spite, due to his facing a lot of conflicting feelings surrounding his grief at the time. Ned took it all when he had to, and stood up for himself when it was necessary. He forced Peter back into a mold of the person he was.

So it was not at all surprising that he was able to tolerate Peter’s anxiety now. Ned went back to building the Sandcrawler, clearly expecting Peter to join him. With a reluctant sigh, Peter nodded and threw his backpack down again, resigned to stay. Michelle didn’t need him, she needed to be alone.

* * *

As Michelle opened the door to her apartment, May asked Michelle if she wanted to be alone. The real answer was no but Michelle asked her to leave, her words betraying her again. May mumbled a few words about calling her brother before leaving. Michelle drifted into the apartment like a ghost. Looking around the place, it felt ...empty. The Jones’ apartment was usually very clean but with her father sick it had gotten very messy. They were in the middle of sorting it out, so there were boxes everywhere. The half that was clean felt very foreign to Michelle now because it didn’t feel anything like their home anymore.

Going into her room, Michelle expected she’d feel more comfortable in her safe space. Walking in though, she only felt empty and alone. Standing within the confines of her once sacred space, Michelle realized a trend. Whenever a small discomfort came, an anxious thought followed.

This time, it came to her mind that she’d never have her father’s company again whenever she felt lonely.

Before she could start crying again, she wandered back out of her room hoping to settle her mood. Turning the hallway, she saw the door to his room.

Unable to help herself, she went in. It had been some time since she needed to be in his room. Neither of them spent much time home unless they had to. Michelle preferred the library and her father preferred visiting friends. Neither of them needed each other’s constant presence to feel like they were close. Even when they were home, they just coexisted in a room,engaging in their own separate activities. It was comfortable and made sense to both of them and Michelle never once had to explain herself to him. Her father was the only one who understood her that way.  

Running her fingers through the books on his shelf, she remembered teasing him for his taste in literature. Though he was a clean man, his room never reflected it. The place looked like he had purposefully torn it apart, but that wasn’t anything new. There was a certain soothing feeling within the chaos and Michelle drank it all up into her lungs, thirsty for any remaining connection to him.

Michelle could only focus on the smell. The room smelled like his cologne and she really resented that. It made it harder for her to keep it together. Sitting on his bed and hugging a pillow to her chest, she found the right spot to collapse into herself.

* * *

In flashes, Peter felt the memory of time spent in a large stadium, barely full. The air was saturated with the smell of burnt sugar and fried meats. Never one for junk food, he tried his best to swallow the lump of hot dog in his throat, baring the unpleasant feeling that was coming from his stomach. It was his second hotdog, but he’d always told his uncle that he could eat three without getting sick. Living with him now made it a whole lot harder to hide that he had been lying. His mom and dad were sticklers about health. He was used to the idea of free range meats and organic salads for school lunch. He had never tasted soda, always holding a preference to juice. If he was feeling crazy, maybe even flavored sparkling water.

He was an obedient child. If his parents said no junk food then, even if it cost him dearly, he did not eat junk food.

Hence his uncle’s tease “I bet you’d get sick if you ate anything they sell here.”

To which a foolish seven year old version of himself answered “I can eat three all by myself.”

Four years later, even now that Peter was Ben’s ward, Ben was enough of a prankster to hold him to his word. So here Peter was, on the second hot dog, willing himself to swallow again.

Then there Peter went, to the nearest trash can on their walk out of the baseball stadium, vomiting violently just twenty minutes after successfully achieving his goal. This, two days after his 13th birthday, became the most embarrassing day of Peter’s life. At least at the time, it was.

It was the first moment in which Peter realized he was dreaming. Still, the dream did not release its hold on him and simply changed the scenery.

Suddenly, he was in Ben’s old house. The place was quiet, Peter wandered around, wondering how long this dream would last. Turning the corner, he saw a teary eyed May, wiping away at her eyes in the mirror and trying to put on her make up. “I’ll be right out, Peter.”

Even in a dream, his first instinct was to run to Aunt May whenever she looked sad. Peter almost forgot she cried for months after Ben died. He hardly ever saw her. She’d leave notes around the house. Wandering back down the hallway, he found a few on the fridge reminding him of the day’s event: the tour.

* * *

Peter startled from his dream to find he had been wrestling against his sleeping bag. Checking to see if he’d woken up Ned, Peter started trying to figure out what the plan was. It was clear he couldn’t just sit and wait anymore. He was used to having a plan. Even if he was wrong, he always knew exactly what he _wanted_ to do next. Only this time, the only ideas he had were selfish.

Deep down, in the worst part of himself, Peter wanted nothing more than to lull himself back into the illusion that things could be normal, because believing that Oscorp did this to Michelle’s father made him think he had failed her after all this time. Her family was crying out for support and Peter was busy telling Michelle she shouldn’t steal.

He couldn’t have that sitting on his conscious. Before he could spin back into his own mind any further, he got up and looked for his bag. Clarity came to him: Michelle didn’t need him, but maybe she did need Spider-Man.

 

* * *

 

Michelle woke up in her father’s bed confused for a moment as to how she got there. She had the momentary bliss of forgetting the day’s events before they all came back to her. In fact, this was the third time this happened in the past few hours. She would go back to sleep just for the chance of forgetting again.

Her momentary confusion set her up for startling when she heard a tap on the covered window. Approaching, she realized she knew just who it was before she even opened the curtain. She smiled a sad smile, because while she was happy to see her best friend, she knew this would just cause her to break down again. She opened the window and immediately she felt his arms wrap around her.

Michelle normally willed away that feeling of safety that came with his embrace, but she _needed_ it today. She needed someone who made her feel safe. Even if it meant holding onto a tiny sliver of hope, she needed someone to collapse into so she could cry until the horror subsided. He was that person for her.

**Notes for the Chapter:**

> Welcome back, guys! I had so much writer's block approaching this chapter that I just had to push through, with the help of a few great people. Thanks to @yesshirtbert for beta-ing this chapter for me while Splendid_Splendont is away. Thanks to her again as well as @lidicores for actively motivating me through my writer's block. Thanks to @Piddling Golem for finally convincing me to post this.
> 
> Regarding the survey, I got a lot of questions from readers that I will be addressing very soon. Primarily, I wanted to say thank you for answering that survey and thank you so much for all your kind words. I reread them a lot to get past this block so thank you so much. I wanted to announce the new series name is: -drum roll- The Making of Michelle Jones! That race was tight though. The third section of chapter titles was chosen by a vast majority. Also, it was requested that I open up a form permanently for people to submit questions, anonymous requests, etc. for people who don't have Tumblr and want to stay anonymous. So I will get on posting that up. Regarding questions I was asked, I'll try and answer them in an FAQ on [Tumblr](http://spideychelle-romanogers.tumblr.com/) since I can't contact you directly. I hope you guys don't mind how much I'm referring to Tumblr, it just feels more efficient than rambling here. I hope you agree <3
> 
> I really hope you guys liked this. It's great to be back. A deleted scene _should_ be posted for this soon.


	18. Act 1, Chapter 2: I've Never Been The Best At Letting Go

The conflicting feelings Peter had before were not resolved in the way he had hoped. Before, he couldn’t decide whether his biggest issue was he didn’t have a plan, or because he didn’t want to get involved. It was his ultimate decision to pursue Michelle, but he realized as he held her that he was attached in a way that he couldn’t afford to be anymore.

Still, devoted to their friendship, he stayed knowing that it would only make things more difficult for him. Staying ultimately cost him. Now, he was sitting on a bench at the foot of the bed, Michelle sleeping on his shoulder. At some point, the tears just tired her out.

Peter thought of the many definitions of friendship and the way the moments played such big roles in his life. There were things like Ned helping him through the loss of his parents, something that got Peter through the experience ending up in a far better place than he was before. There was also the way Peter stood by Ned every hour of every day when Ned’s parents were divorcing, solidifying their friendship against any cracks in their reciprocity. Finally, there were moments like this where Peter stood as still as he could so he wouldn’t wake Michelle up, as hard as it was to be there. He wanted her to fall asleep without interruption. Once some time passed, he’d be able to move her without waking her up.

Until then, he had to resist every thought about just how much it was going to cost him to let her go. Peter couldn’t imagine how after all this time that he’d chosen this moment to figure out his feelings, but he knew what it meant.

Peter did everything to move her without letting his thoughts get to him. He put her down carefully, remembering his promise to her. He didn’t know how he would manage to be at her father’s funeral as both Peter and Spider-Man but he was going to have to make it work. He didn’t let himself linger, knowing if this was going to work, he had to do everything to convince himself he felt nothing for her but friendship.

* * *

The day of the wake, Peter saw Michelle for the first time as himself. Aunt May stayed with her for a few days before Michelle finally agreed to leave her house. Until then, Peter pretended that he didn’t know what was happening. When he hugged Michelle this time, she was oddly composed. He assumed maybe this meant she didn’t trust him as much. As Peter, he was “other”. This was just another reason to cut the cord on his feelings, he thought. They had no hope if she didn’t trust him as himself. Especially not if she was meant to forgive him for lying.

Now, he couldn’t let that take up too much of his focus. He did everything to keep her comfortable. It was going to be difficult moving her in. The apartment only had two bedrooms, May’s and his. May insisted that Michelle take her room but the couch was too small for anyone to sleep in. They told Michelle they had an extra bed, but really that just meant May would be sleeping in Peter’s bottom bunk while he slept in the top.

The arrangements were set before Michelle could protest. As expected, she still hadn’t come to terms with all of the change. Peter never claimed to always understand Michelle, but her body language was unreadable now. She was like a ghost most of the time. According to May, she had been like this since the day after her father died.

Michelle wouldn’t eat breakfast, she only pushed the food around with her spoon when May showed her concern by furrowing her brow, gazing at Michelle and then towards her nephew. Peter spent most of his time staring, he realized. He didn’t have any answers for how they could help Michelle. She was never good with strangers. She knew May and Peter well, but not well enough to feel at home with them.

So Peter just watched her quietly even as she unpacked her bags after breakfast, only turning away when she caught him. She went on her laptop, the only thing she completely unpacked, and browsed until it was time for them to get ready. Barely speaking to Peter, she was an entirely different person now and he was going to have to accept that if he meant to help her.

* * *

Walking into the funeral home, Peter was met with more overwhelming memories. He remembered a funeral home just like this one. Much like during his parent's funeral, the room was full of unfamiliar faces, though they were now here for David, Peter couldn't distinguish them from the same strangers who were once there for his parents.

Peter wasn’t close to his parents the way some kids were. They were just there. They were good to him. He loved them, but he didn’t spend a lot of time with them. They both worked. He preferred his friends. They loved each other, but from a distance. They almost never spent time together outside of the house. Peter barely knew them.

Maybe that guilt was the worst part.

When he walked into that building, he was the first one there. He was taken to see his parents. When he looked down towards their bodies, he was miserable but he didn’t cry. He’d seen them before, in the hospital. They were cleaner now. His mother looked bright. His father was poised. They were the best versions of themselves, the only side he ever got to see. Just like in life, looking at them, they felt foreign. They were strangers. By this time, he had nothing left to give. He had nothing. Ben had to pull him away from his spot. The man’s touch was gentle, as he always was. Gentle.

During the rush of people greeting him, he met plenty of coworkers he’d never met before. They all knew his face. They’d speak of the pictures of him hanging around his parents’ office. They’d talk about how proud his parents were to have him. Peter spent every greeting willing them not to talk about his parent’s love for him. How could it be so obvious that strangers could recognize it and yet Peter never did?  If they’d thought about him so much, why did he have to hear about it after they were gone?

Peter was new to the neighborhood, so he didn’t have many familiar faces there for him. Ned was his favorite person to see. Ned’s parents brought him money, which was just confusing enough to make Peter smile. While Ben tried his best to understand their reasoning, their traditions, May intercepted the conversation to accept the gift respectfully. Meanwhile, Ned pulled Peter aside to explain the foreign concept. They got wrapped up in conversation about many Filipino traditions.

It kept Peter present, talking about something other than his parents at their wake. He needed the distraction. None of those other people were his friends. None of them were important to him. He didn’t need them involved or apologizing for his grief.

Thus began his self-isolation, with Ned as his sole exception. They had a sleepover that night, and Ned introduced the first lego set, a gift from his cousin, a simple cheap spaceship model.

* * *

 

Peter pulled himself out of his thoughts just in time to realize he’d wandered too far away from the rest of the crowd. Turning, he watched Michelle get a hug from Liz before turning to speak to someone he couldn’t see. They hugged her, coming into view.

Flash.

Peter did his best not to let his curiosity get to him. He’d always thought Michelle hated Flash. Thankfully, Peter had a perfect distraction to take his mind off of it.

From behind, a man called to him. “You’re Peter, right?” Vincent asked, his hands together in front of him. One could barely see the handcuffs behind the suit.

May told Peter to look out for him. Peter recognized the resemblance instantly. Next to them stood a guard, look directly ahead as he ignored them. The guard. May warned him someone would be watching Vincent for as long as he was visiting. “It’s nice to meet you. I’d shake your hand but-”

“Vincent?” Peter guessed aloud, though he was sure.

“Yes, Michelle’s told me a lot about you.” Peter did his very best not to let that get his hopes up. By the stirring in him and the smile on his face, he failed.

“May’s told me a lot about you,” Peter answered back. He could recognize instantly Michelle was right about her brother. Even in handcuffs and a suit, his attitude radiated charisma.

“Good things, I hope.” Peter chuckled, happy that this conversation wasn’t uncomfortable. May told him not to be too concerned. Vincent was a good kid, just two years older than Peter. She used to babysit Vincent for David.

“How are you doing?” Peter knew well that it was the worst question he could ask, but he also knew there was nothing else worth asking.

“Better, actually,” Vincent answered with a level tone. “I am trying to take it as well as I can.” Peter was surprised by his positivity. He knew people handled things differently, but May had warned Peter that Vincent’s level-headedness would be stunting. This boy had been to hell and back and handled it all with a smile on his face. Today, he wasn’t smiling, but he wasn’t crushed either. “It’s better for everyone.”

 _Oh_.

Peter knew that feeling.

“She’s going to get better,” Peter mused aloud, hoping that saying it would make it true.

“I don’t know what to say to her.”

“I lost my parents too, when I was 11.” Peter was doing his best not to be surprised at how easy it was to talk to Michelle’s brother. Their outputs were so different. Vincent’s presence just radiated comfort in the way David’s did. “There is nothing to say.” David nodded carefully, as they both watched Michelle.

Peter was about to ask why David wasn’t greeting the guests when he saw the officer and Vincent exchange a look. The officer was asking him for something. Vincent just nodded, understanding the quiet command. “You should get back to the others,” Vincent insisted. “Keep an eye on her for me, would you?”

“Promise,” Peter answered, watching them walk off. He forgot May said Vincent wasn’t going to be allowed to say or do much around other people. It was expected of those allowed to leave the prison for a funeral. 

Vincent seemed to be doing his best not to call attention to himself. Peter supposed it was right to help him. Returning to Aunt May’s side, he arrived only for her to hand him an envelope of money. Ned’s parents must have arrived.

* * *

 

The funeral was a much easier process. Every time Peter lost himself in thought about his parents, the mass brought him back. He’d never been to a catholic funeral before, but the prayers were interesting to him. As May and Michelle prayed, he’d watch the art in the building, unsure of how to mimic those around him. Still, the event went very peacefully, with Peter seeing in May’s face that the lectures about loss helped her more than they ached her.  However, Michelle seemed untouched by the words, holding a steely stare at the back wall of the church as though she was planning something.

May told him Michelle would be speaking at the committal service. Michelle was never good in front of crowds, she didn’t like people. He couldn’t imagine how she found the strength to speak.

Wandering towards the burial site, he recognized a suited man with sunglasses on watching from a few yards away. Peter drifted closer, trying to see if it could really be him. Tony. 

"You shouldn't have come up to me," he complained quietly. "Look confused."

"Confused?" Peter asked, obeying by mere coincidence.

"That, exactly like that," he answered, nodding at his face. "You're not supposed to know why I'm here. You weren't even supposed to see me."

"You shouldn't be here."

"I know," Tony sighed out.

"So why are you here?" Tony didn't answer, as always, but Peter understood this time. Tony knew Michelle for weeks now. If Peter knew anything about Tony, it was that his sympathy for children was boundless. Peter couldn't imagine what it was like not having a good connection to your only parent, but it was a tragedy that marked Tony's entire future. Even as a young teen, Peter could see that plain as day about him.

"Here she comes," Tony muttered, looking off behind him.

"Tell her Spider-Man is here," Peter quickly requested. He didn't get to wait for an answer.

Louder now, Tony put on a more official tone to his words. "Well, kid, I should get going. I'll see you around the office."

"See you, Mr. Stark," Peter said, as level as he could manage. As he turned, he pretended to be surprised to see Michelle walking their way. She didn't even bother putting false airs to why she was approaching. She just marched right by Peter like it was perfectly reasonable for her to approach Tony Stark looking braced for murder.

Peter wished he was a better lip reader. He could tell by their body language that Michelle was furious, but he couldn’t tell much else about the conversation. Before too long, she rejoined the group just as the priest called everyone to their places.

Just as the ceremony was about to begin, a text popped up on Peter’s phone. He didn’t mean to read it as he silenced his phone, but the contact name distracted him.

_Anthony: She’s planning something._

Peter turned back to see Tony walking away. Looking to Michelle, Peter noticed the eerie calm around her. She wasn’t sad anymore; she was cold. Ever since he first saw her after her father’s death, being around her felt like being left out of a secret. He had written it off as grief but Peter knew he’d watched her grieve. If not as himself then as Spider-Man instead, and it looked nothing like this.

When it was time for her to speak, Michelle looked to the congregation without tears in her eyes but with a stiff and stern expression.

“Growing up, my father was never really one to talk about loss. Although he often looked very serious, the moment you spoke to him you’d realize he is one of those special people put in the world to make you feel good. He focused on the positive, something he wished I would learn from him.”

Next to him, May let out a shaky breath. Peter held her hand tightly in anticipation of what she would say next as Michelle continued.

“I read once that trauma has a way of grabbing you. It pulls you into its hold and it’s like the entire world has changed with you.” Peter’s jaw loosened as he heard the words from his journal. Her eyes were avoiding the crowd, looking to the trees for something. Spider-Man. “Grief is a lot like trauma in that way. My father would want us to remember the world continues spinning on without him. He always looked forward to whatever good could come. While we mourn today, he would want us to think not of loss but instead on what he’s left us with. We have all been given a purpose. More than anything, he’d want us to continue our work and remember what he’s taught us.” Peter wondered if anyone else heard the threat hidden in her words.

**Notes for the Chapter:**

> I really hope you guys like this chapter! <3 Thanks to @yesshirbert for beta-ing!


	19. Act 1, Chapter 3: Won't Admit What I Already Know

Three days later, the time had come. Her father’s will was to be read. Michelle knew what to expect when it came to the fate of most of her father’s possessions. When he was in denial about the surgery, he reiterated to her just how simple his original will was, easy; his children get everything. He left his friends a few gifts. He left his cousins his fishing gear.

In a pleasant way, David was just a simple man. 

Sitting for the will was going to be difficult though. This determined a lot about Michelle’s custody. If she was lucky and her father did update the will, it would mention May and she would be able to stay. If not, it would mention her godparents instead, and they would still be considered her legal guardians.

It would be unlikely for her father to have named May as her new guardian, and May had warned her about knowing nothing of the will. Which gave Michelle low hopes for May’s chances, as she knew her father would have asked before writing her in.

They were sitting in a lawyer’s office in an overwhelming silence. There were chairs set up all around the room, with Michelle sitting in the closest row, off-center. At the center was May, who was arguing with the lawyer about attendance. The lawyer was insisting that they wait for more attendees. May was in fumes, and Peter and Michelle knew why.

Michelle watched Peter when he wasn’t looking. She had to wonder what he was thinking about all this. No one ever asked him if he was okay with her staying with them. Truth be told, Michelle didn’t even try to level with him about it all. He became oversensitive whenever she looked sad. She was sad most of the time, no reason to hide that fact, but then she would lash out at poor Peter for staring so much. Whenever he tried to relate to her and her experience, she’d find one reason or another to leave.

Now, he looked nervous. She could only imagine why. Turning to her, he surprised her by actually making eye contact. She acted as though she hadn’t been watching him back.

“Are you okay?”

Michelle hated that question. “I already know what it says. I’ll be fine.” The discomfort came with the wait, really. She just needed to know if she could stay with the Parkers. As uncomfortable as that would be and as much as she would complain to herself about it, it was definitely better than foster care by miles.

The legal custody system didn’t have to be so difficult, in her opinion. It was simple, staying with the Parkers until her godparents were found was just the obvious play. What her father did or didn’t put in the will shouldn’t override the temporary placement.

David had a special talent when it came to choosing friends. The room was bustling with them. He was not a man with means, he had very little to give in this will. Still, they all appeared like they had for the funeral, in support of his family. Michelle had to make it through a montage of greetings to even get to her seat. They were all very nice people. May thanked them for all the food they sent to the Parkers’ house. Even Michelle had to admit she was grateful there was a group of people out there missing her father possibly as much as she did. They hosted multiple get-togethers since the funeral. They visited her pretty often, most of them even dropped in to see Vincent during visiting hours. 

Michelle fidgeted with her sweater as she waited for the lawyer to start. She could only assume the last invite they were waiting for was her mother, who of course wasn’t going to show up. Waiting for her only made the entire experience unpleasant. That small, miniscule chance that hell could freeze over and her mother might show up was enough to make Michelle’s blood curdle.

To the woman’s credit, she never came.

Finally, they stopped waiting and the will was read. Just as expected, the will read exactly the way her father had told her. His friends got gifts, his cousins got the fishing gear, she and Vincent got everything else, but her godparents were named as her guardians in the case of his death. So her father never had gotten around to updating the will before his surgery after all and her suspicions were confirmed. Michelle knew it was foolish to hope for such a thing. 

Sighing out, May looked visibly distressed. The lawyer continued on, mentioning her name, “‘To May, I entrust Vincent and Michelle’s spiritual lives. I cannot ask their godparents to attend mass, but I entrust my children’s faith to your capable hands.’” May looked flattered, but still stressed. Before the lawyer went on about the gift David had left her, May turned to Michelle.

“We can use that,” she whispered to Michelle. 

Michelle wasn’t so sure she meant it.

 

* * *

 

Michelle knew what it all meant. May was stubborn about saving her. That meant legal fees, court dates, inspections, certifications. As Michelle and Peter waited for May in the car, Michelle couldn't help but voice her thoughts.

“I’m so sorry, Peter,” she mumbled quietly. Peter looked surprised she was even speaking to him.

“You’re sorry?” he asked, his tone genuinely surprised by her expression of guilt. 

Peter was so nice. In times like this, she was really reminded of why she trusted him enough to call him a friend. He hadn’t lost that trust, she just wasn’t sure they could be called friends anymore with all she’d tossed into his life. Maybe he just didn’t know it yet, how with May trying to get temporary custody, both their lives were going to get so much more complicated. It would be needlessly more busy for Peter, who shouldn’t have been tossed in the middle of her fractured life.

“Why?” Peter continued, as though he sensed she was going to shut herself off again if he didn’t keep probing her.

“You didn’t ask for any of this,” Michelle said quietly, just before May entered the car. The conversation stopped there, with Peter giving her another one of his longing looks he always had whenever he clearly wanted to say something but couldn’t. From Michelle’s experience, this wasn’t anything special from him, so she didn’t think much of it. Peter had a problem with staring. She occasionally did wish he would stop. He made her feel even more on display. She was getting used to it but that didn’t make it any less uncomfortable.

At least it meant he cared, or she liked to assume that’s what it meant.

* * *

 

It was over a week since her father passed. Michelle still hadn’t stopped crying but she was feeling a little more relief, it was almost cathartic in a way. With time, it didn’t take tears to make her feel as though she could come up for air anymore. However, when she wasn’t thinking about her father, she was trying to find a way to make the Parkers stay out of her grieving process. She didn’t like showing feelings, especially not of this gravity. She especially didn’t like being seen having these emotional moments, Michelle had never been much of an exhibitionist. 

Still, whenever she started a crying fit, they would rush to her side like she was a sick infant being monitored. Aunt May would start holding her and Peter would stare at her helplessly the way he always did. They both looked inconsolable whenever she cried. Their sympathy only made her guilt worse.

Still, there were things she had to be grateful for. After all, her situation could be much worse. At least she had a mission to focus on. Whenever things got too quiet, she snuck into her research because it was all she had. By the time she’d have to sit for her interview at Oscorp, she’d be an expert.

It was in the afternoon that she found herself a quiet moment to review her progress. Tea at hand in her special mug, she settled in for a long work session. Her journal open, she crossed off most factors in her plan except those involving Spider-Man. Since the funeral, they didn’t have a chance to cross paths. She was sure she’d be able to find him in the tunnel but that was only if the Parkers ever left her alone long enough to leave the apartment undetected.

Michelle had received an email just the day before regarding the internship, inviting her to sit for a talk with one of their HR representatives. It was just a formality, she was told. She had two weeks to break the news to May that she wanted to find a job. She had been drafting her speech for a while now. Her excuse was a desire to take her mind off of her grief over the winter break. Honestly, it was completely believable.

It was only a matter of time before she’d have to tell her. Michelle’s biggest concern was seeing how she would take it. It was very soon for her to take on new responsibility, but May always trusted her. Ever since she moved in with the Parkers, May made no move to parent her unless it was something subtle and vital for survival like getting her to finally eat something.

Turning her head when she heard the door, she turned back quickly when she recognized Peter. With May in Peter’s room napping, Michelle knew they had no option for avoiding each other now.   


For the first time since that short conversation in the car, they had to talk.

“How was school?” Michelle asked politely, hoping to control the situation.

“Michelle.” Peter cut her hopes short immediately. “You have nothing to be sorry about.”

Annoyed by the fact that Peter would just jump back into their week-old conversation, Michelle decided to play it off. “I was just emotional. It was nothing,” she told him, her tone dry like it used to be. “No big deal.”

“I just-”

“Peter, really, you don’t have to say anything. It doesn’t matter.”

“It matters to me,” he insisted. Michelle did her best not to make eye contact. “I’m happy you’re here. I’m happy we can help. We’re friends, remember?”

“That is a big leap, Peter,” Michelle answered, looking away from him still. “Every day we’re either discussing custody, living arrangements, or money. You’re practically sleeping on the couch because of me. I get May’s room and you both have to cramp onto a bunk bed. That’s not fair.” All Michelle wanted was for Peter to drop the subject. Normally he didn’t press anything if it upset her but he seemed determined to help.

“We want you here, Michelle.”

Getting out of her chair, she decided she’d had enough. “Peter, you can say anything you want to make me feel better,” she said softly. Finally making eye contact, she felt wrong for being so moody with him. He just didn’t see things the way she did. It wasn’t about how he felt, it was just the truth. “It doesn’t change the fact that I’m an inconvenience at best.” She shut her laptop and packed it. “Tell May I went to the library,” she muttered before throwing on the backpack and walking out.

 

* * *

 

For the first time since she’d been with the Parkers, Michelle worked up the nerve to attempt going into the tunnel. The long way became the entrance of choice ever since Tony interfered. They had a few distractions set along the way, a trap or two, and then a locked door at the end of the lengthy passageway, which Michelle had warned Spider-Man not to use that entrance because of how long it took, and thus it became the safest way to enter, since the tight space in the other pathway was making them very claustrophobic.

Spider-Man wasn’t there when she arrived. It was a pity, since she missed her old friend, but she knew they’d run into each other soon. Peeling down the sticky notes she left on the uneven wall when he was avoiding her, she pushed away the anxious thought that maybe he was still now avoiding her. 

She knew the real reason he wasn't around. He had no way of reaching her with the Parkers always at the apartment. Perhaps that was part of why she resented their watchful eyes. She missed her best friend. She missed the comforting feeling of having someone around who understands her the way he does.

She penned him a long letter about where and when to find her. She knew May and Peter’s schedule well enough by now. May liked to pop in at home at random times to see how she was doing. Despite being busy at her job, it was clear May didn’t like the idea of leaving a teenager in the house 8 hours a day without supervision, even one as tame as Michelle.

Considering Michelle was conspiring with a masked vigilante behind May’s back, she couldn’t blame the woman for being paranoid. She wasn’t exactly innocent, even if May knew nothing about her escapades.

Still, she’d figured out the pattern of when she could expect the Parkers to be away so that she could either sneak out of the complex or meet Spider-Man on their apartment roof. More than anything, she just needed to  _ see  _ him. Even if she couldn’t tell him about her plans, she wanted things to go back to normal. Working with him became her after school job, sometimes like an extra curricular. Other times, it was her life and all she had to look forward to. Despite the Oscorp mission, she missed the feeling of helping the little people, catching the bad guys. In fact, she was addicted to rush of those adventures. It scared her a little how much she needed it to feel productive. This Oscorp thing gave her a way to channel it. Maybe it sounded like revenge, but to Michelle’s grieving mind she felt it would make a difference if she took the corporation down by any means necessary.

She wrote nothing of Oscorp in the letter, instead hoping that Spider-Man would meet her in person to discuss it. They hadn’t spoken since that night they met after her father died. Michelle wouldn’t think about how much that night meant to her. That rushing feeling she’d get around him when she thought of him as anything other than a friend... it made her feel like she was ignoring the tragedy. As though it was wrong to feel something other than sadness and grief so soon after her father’s death. It didn’t sit well with her, feeling something good when she had a job to do.

Still, she found herself wishing it all would mean something to him too.

 

* * *

 

With her tea cup in hand, Michelle caught Peter interrupting her work session again by coming into the kitchen and beginning to rummage through the dishes one by one. She expected him to take a minute at longest but he was still there ten minutes later, looking more and more confused by the minute.

By the stress radiating off of his person, she could tell he was also worried about finals. They were both spending all of their free time studying. Typically, between the three of them, May was the one begging them to come out of their cocoons and take a break. If Michelle wasn’t actively avoiding Peter, she’d be asking to study with him so the ordeal would be less lonely. It was for the best that something keep him occupied. She felt a bit like Peter was getting suspicious of her and she couldn’t tell if that was just her own paranoia.

“What are you doing?” Michelle called out to him from the furthest seat on the couch. That seat had become her nesting area. Considering the fact that Michelle wanted May to stay in her room as long as possible during the day, Michelle did her best to make the living room comfortable for herself. Stepping away from her laptop, she quizzically approached the kitchen. Peter looked panicked.

“I told Aunt May I’d cook today since she has her interview.” Approaching the money subject, May had told them both recently that she was looking to get a promotion at work so she’d be able to support them better. Michelle had offered to take a job many times, only to be refused.

“Okay?”

“I can’t cook.”

“Doesn’t May know you can’t cook?” she questioned. The woman raised him for the last four years, this fact couldn’t just be missed.

“I told her I learned during the summer.” Ah yes, the internship.

“But you didn’t.” He looked like he was about to make an excuse so she raised a hand and stopped him. “Peter, did I ever tell you you are the worst liar I’ve ever met?”

“You’d be surprised,” he replied, a sudden knowing cheekiness about him as he quickly continued his panicked rummaging. Michelle must have been imagining things. 

“What am I missing then? You’re never going to get dinner ready on time.”

“What if I make really nice sandwiches?” Michelle looked at him skeptically, baffled at how anyone could be so innocently naive.

“Go for it,” she encouraged sarcastically. Peter looked too rushed to catch her insincerity. Reaching up on a shelf, he was struggling to get the mayonnaise off the top of the fridge.

“Do you need help?” Michelle chimed in an amused tone as she watched him struggle. She never had a chance to tease Peter about his height but this seemed like the perfect moment.

“I can get it myself, thanks.”

“Just don’t drop i-” As if she had willed it to happen, the jar slid just off the door in Peter’s direction. She was about to cry out in worry but the jar shattered upon making impact on him.

That wasn’t normal.

What a freak accident. “Peter, are you alright?”

“Yeah,” he answered, staring down at his sweater like that incident wasn’t weird. Normally something like that had to hurt. Watching him curiously for a moment, she wasn’t snapped out of her confusion until he started trying to remove the stain. As he tried to fix it, he cluelessly rubbed it further into the fabric.

“Don’t!” she warned, feeling herself holding back an eye roll as her hand went for a rag. “That is a nice sweater. Don’t ruin it in front of me.” 

“You like my sweater?” he asked, a weird nervous tone to his voice as she came closer. She began blotting at the stain, attending to it carefully. Briefly looking him in the eyes, she tried to figure out if something was wrong. He seemed okay, but he was turning red as she stared. Maybe he was catching a cold or something.

“Not so much now. You look terrible,” she said, before laughing to herself about how this was almost her own fault. She hadn’t meant any harm with her tease, she just liked taking every opportunity to remind Peter he was shorter than her.

“It is really nice hearing you laugh again,” Peter said, completely out of the blue. Michelle studied him for a second before smiling. She looked down at the rag in her hands and stopped cleaning.

“You know, I never got to thank you.”

“For what?”

“At the dance. I was going to thank you for being there. I never got to it,” she told him, looking down at her hands as she finished up cleaning the stain.

“What are friends for?” He was looking at her in a way that made her feel like she was missing the secret joke. As he took a step closer, she realized they were practically in each other’s faces and she stepped away. She liked her personal space and she wasn’t feeling comfortable so close to him once the mess was cleaned up. Playfully hitting him in the shoulder, she grinned.

“You may be a bit of a flake, Peter, but you’re alright,” she told him warmly.

“That might be the nicest thing you’ve ever said to me.”

“Don’t get used to it.”

“I think this merits a hug-” Michelle knew exactly where that was going. Fearing his mayonnaise-stained sweater, she took a step back in preparation. “Get over here.” He came towards her.

“No!” she shrieked out, running away before he could ruin her own sweatshirt with that horrible paste. Rushing into May’s room, he was right on her tail before she slammed the door, laughing from the other side when he failed to ensnare her. 

* * *

 

With the end of the school semester coming, Michelle had been allowed to work from home to prepare for the final exams. They offered to talk about giving her more time, but Michelle knew she needed the distraction. Peter would have to present at the science fair alone. Michelle didn’t want to go because she knew that she would feel as if her win were just out of pity for her loss. 

Still, she was expected to pick up her work from school. She passed Flash, who asked her how she’d been before filling her in on classwork. He’d just joined the decathlon team, and he seemed very proud about getting the team jacket. As much as he was a bully and she didn’t like sympathizing with bullies, Flash was starting to grow on her. He’d been kind enough to come to the funeral and he was actually quite nice about the entire ordeal.

By some chance, he got her phone number and started texting her funny images. It wasn’t much, but it was enough to make her smile from time to time. If she had to think about it too long, she assumed he was lonely and looking for a friend. As much as he could put up a front about loyalty, Flash’s friends were quite horrible, vapid people. As insulting as he could be, Flash seemed to have a line he wouldn’t cross when it came to hurting others. That didn’t necessarily make him a good person, but it made him better than his friends.

That is, Michelle could think all of these things until Peter caught her texting him. The look on his face was unreadable but she felt like it had to be somewhere between concern and betrayal. She promised him she wouldn’t get invested in befriending Flash, and she expected to fulfill that promise. After all, she wasn’t going to be friends with the boy who tortured her only other friend.

As they caught up, Michelle started wandering towards her locker. She did her best to hide her discovery of a note. Spider-Man was asking her to meet him in the tunnel after school ended. There was only a half hour left until that time, but she knew she couldn’t go directly. She thought about texting him that she’d be late, but with the silence he’d left her in, she didn’t plan on being the one to break it. 

Rushing home, she dropped off her things and got changed. Maybe it was a little pathetic to try and get out of her sweatsuit and into real clothes, but Michelle decided she was being too hard on herself. She’d dress decently for any friend.  _ Right? _

It took her a little bit longer than she expected, especially being that she felt a bit nervous going back. Once she stopped stalling herself by pretending it was really about her outfit and not about her nerves, she left the room with a new confidence. Sure, the last time they met she was a mess. He must understand why. To be embarrassed would be silly. She didn’t want to make a big deal about something so small. There was nothing to be nervous about.

Confidently stepping out into the hallway, she strolled towards the door until she saw him. Peter was staring back at her, looking guilty, sitting in her seat on the couch. Her laptop was on the table in front of him. His hands were still on the keys when she first saw him but now they’d retreated to his side.

“Peter, what are you doing?”

**Notes for the Chapter:**

> Thanks to my beta @yesshirbert <3


	20. Act 1, Chapter 4: The Clock Is Ticking

Michelle hadn’t spoken to Peter in weeks.

It was disastrous to the point where even Aunt May was worried about them. Every night as Peter stared up at his ceiling, he’d speak to Aunt May. She was still sleeping in the bottom bunk. They’d talk about her day at work or his day at school before she’d slip in a question about Michelle. Peter didn’t know what to tell her. He stayed honest as he confessed with the simple words:  _ He messed up. _

He couldn’t even defend himself.  Michelle didn’t take any of his lies seriously. That look on her face haunted him. It was so much worse than facing her anger. He watched her range in reaction, watched confusion turn into disappointment. Then there was something else, this deep-seated pain that he couldn’t understand. He thought she’d be angry, but she looked heartbroken.

May was doing her best to stay impartial but with the way Michelle couldn’t even make eye contact with Peter, it was clear she was becoming afraid. Michelle’s reaction sparked much more than concern in both of them, it sparked fear.

Finals week passed. Michelle's grades were the best of her life, perfect scores across the board. Peter supposed she must have worked hard through her grief.

Peter didn't mean for her to see his grades, but she peered over his shoulder without his permission. He supposed he deserved that. He had low scores, clearly affected by all the stress he had this semester. Peter really let himself go in school.

Turning to meet her eyes, Peter could immediately tell what Michelle was thinking. “It’s not your fault,” he countered the look on her face. She simply frowned and walked away from him like she always did now.

* * *

Even Tony had something to say on the matter. Peter rarely saw him angry but he had to confess that this time the anger was almost comical. He knew Tony had to care about him somewhat but Tony was flipping out about his grades like it was the end of the world. It made Peter feel significant-

“No training until you get your grades up.”

Peter’s eyes almost popped out. “What?!”

“You’re fired until your grades get back up. Until then, you can talk to Happy about your GPA.”

“You’re overreacting.”

“I did not take you on to ruin your future.” Peter couldn’t help himself. He started laughing. Tony sounded like such a parent. “School comes first.”

“They were a couple of C’s. It’s my first year of high school.” Tony was visibly upset and Peter was doing his very best to stop cackling about it. It was difficult to be the adult in the room around Tony but for once Peter had the upperhand.

“You’re getting a tutor.” Peter swallowed a laugh. “What does Aunt May think about all this?!”

“She doesn’t know yet.” Before Tony could continue panicking, Peter preemptively started begging. “And please, please don’t tell her. She’s been working overtime trying to get a promotion. Money’s been tight, she’ll stop if you tell her.”

“A promotion?” Tony asked, suddenly distracted.

“Please Tony,” Peter continued, figuring this was just another attempt of Tony’s changing the topic to be about Aunt May. Peter did his best to ignore Tony’s focus on her, but occasionally it did take over the conversation.

“What does she even do?”

“Marketing.”

“For what?”

“Mr. Stark,” Peter insisted, trying to get back on subject.

“Sorry. Fine. If your grades dip again, you’re fired.”

“Mr. Stark!”

“I don’t make the rules.” Tony walked away, making it useless for Peter to remind him that these were his own rules.

“Do you ever say goodbye?” Peter called out after him.

“I don’t like goodbyes,” Tony answered as he got into the elevator. The doors closed between them.

* * *

 

Meanwhile, Michelle and May were having a great time. Michelle asked May for help doing her hair one day, and that turned into a whole debacle. Michelle’s hair was different, Peter would come to learn. May couldn’t style it the way she would her own hair. They spent days trying to figure out how to style it. 

Peter never really looked into it, but it did allow for these sweet moments where he’d walk in and see Michelle and May laughing over their newest mess in the kitchen. He smiled every time he heard them make plans in private to go out and see movies or go to events. Even if he and Michelle were having problems, he really wanted Michelle to feel at home with them. May may not have signed on to parenting, but Peter couldn’t help thinking she was made to be a mother.

And more than anything, he noticed she’d clearly been waiting for a daughter.

It was in little things, like the way her eyes would light up when Michelle asked her what an eyelash curler was and then tried to show her. Michelle hated it and complained about the painful things women as expected to do for beauty. Then surprisingly, May’s eyes lit up once again. Peter didn’t mind the week long theme of waxing and plucking and the patriarchy. In fact, it was a little fun to listen to how passionate they were on the subject.

May’s affection wasn’t just because Michelle was a woman, though. May seemed happy having more people in the house. Peter never really thought of May as lonely but ever since David died, Peter realized May never really had other friends. Even then, David was Ben’s best friend. Her whole life was going to work and taking care of Peter.

Peter never thought the connection between the two women would come back to bite him, really. They even started inviting him. At least, May would insist he should come with them. He was not completely interested in the history museums or the art shows, but the occasional poetry slam or satire play could be interesting. Both women held similar, diverse interests. In plain words, Peter never had any idea what they were doing, but he passively enjoyed it enough to accompany them. And he never regretted it. 

That is, until Aunt May canceled on a play.

Peter was practically begging her to come. The idea of spending the night just with Michelle made him nervous. There was no telling how little it would take for him to make things worse.  “Please May, you have to.”

“My boss is staying overtime so I have to stay.”

“We can cancel,” he amended desperately.

“Tonight is their closing night,” May sighed out. “Just tell Michelle I’m sorry. Keep her company.”

“I don’t think I can go, maybe she can-”

“If you can’t go, Michelle can’t go." Peter forgot May put Michelle under the same rules as his own. No trips to Manhattan alone. "I know you’re fighting, but-”

Hearing May refer to it as fighting made Peter realize he was being a bit immature. They weren’t fighting. He made a big mistake and she was giving her hell for it. “You’re right. I’ll take her. Good luck, Aunt May.”

Looking for Michelle, Peter met her at the bathroom door, clearly still trying to style her hair.

“Can I help you?” she asked after a long expectant silence.

“May can’t go.”

“The play’s canceled?”

“No. She says I can take you, so you don’t miss it.”

“I don’t want to go with you,” she blurted out immediately. To say Michelle was blunt would be an understatement.

Peter sighed. “Today’s the last day and May won’t forgive me if I let you go alone.”

“So I won’t go,” she decided as she started undoing her braids.

“Oh, come on.”  Michelle quickly worked her way undoing her hair. Peter couldn’t believe she was angry enough to ruin her day’s plans just to avoid him. He couldn’t help the weak tone in his voice. “Michelle.”

“I’m not going, Peter.”

“I won’t talk. At all. I’ll just take you there, we'll watch the play, then I’ll walk you back.” Michelle stopped undoing her hair and looked at him, considering it. Sighing out, she rebraided her hair without another word.

* * *

On the walk there, Peter made a few attempts at talking to Michelle, all of which ended in her turning around and attempting to walk home.

When they finally got to the theater, Michelle went to look for their seats at the very back of the theater. He offered to get water, if only to stall from having to sit alone with her. Going to get the water, he took a look around the playhouse. The theater was small, but everyone was still somewhat dressed up. It made it so much easier for Peter to see her.

Donning what looked like jogging clothes, she was still easily one of the prettiest girls he’d ever seen. She was about his age, standing alone in the middle of the crowd and smiling as if at nothing in particular. Her eyes were shining with excitement. Peter did his best to stop staring, but he knew better than to think he’d succeed. They met eyes and she smiled back at him for a long minute.  Peter didn’t know how the man at the front door let anyone dressed so informally into the theater. He was sure there was a dress code, but if they were like him they were too busy admiring her bright green eyes to pay attention to what she was wearing. 

As he received the waters from the bartender, he never took his eyes off her. The cups slipped in his hands and fell to the table, forcing Peter to turn away. The bartender looked so annoyed Peter didn’t dare ask for another. When he looked back, she was gone. He looked around for her until the announcer called everyone to their seats and Peter returned to Michelle empty-handed.

“What happened to the water?” she asked quietly as Peter got into his seat. He didn’t really have an excuse ready.

“I got distracted.”

* * *

 

Just as the play pulled into its third scene and Peter was starting to understand the show, his eyes looked off. In one of the balconies, he saw the girl again. Time was lost as he kept watching her. She just seemed so happy to be there. Her eyes never left the stage. She laughed with every joke, her laugh so infectious Peter laughed with her.

Peter isn’t sure how much time passed before the alarms started blaring. The sound was loud enough to make everyone jump out of their seats. The announcer began listing instructions about the fire exits. The lights shut off suddenly, leaving everyone in the dark just as a high-pitched voice yelled fire.

Peter had his focus on Michelle. He took her hand and she didn’t resist him. They filed out with the others in a rush, their eyes looking for the fire on their way out.

Outside, Michelle was scared and trying to catch her breath. Peter did his best to act like a fire had been enough to scare him. Facing life and death every day as Spider-Man, a fire he couldn’t see was not enough to startle him.

A woman came out of the theater screaming so loud over everyone else’s voice, calling for help. “There’s a girl still in there,” she called as the last of the playgoers exited. Peter turned back to her before giving Michelle a good look over. She was safe. She wasn’t hurt. His job here was done.

It was as if she could tell what he was thinking.

“Peter,” she tried weakly, “don’t.” Peter turned and ran into the building, ignoring her calls for him.

* * *

After minutes of searching, Peter finally found the girl wandering by the balcony. “What are you doing?” he called out to her. He couldn’t see the fire before but the smoke in the building was overpowering him.

“I got stuck,” she said gesturing weakly to the other halls as she coughed. Her voice sounded mangled like she’d been in the smoke too long. Peter reached out for her hand, also gesturing for her to follow him. 

“Breathe through your sleeve,” he instructed her loudly. The building seemed to be caving to the fire. Small bits of the ceiling were falling, occasionally hitting them as they passed. Peter was hit by one on the cheek before he cried out and wiped it away. 

It took time, but eventually, they got back to the door just in time. The girl got through mostly unharmed, just her hand burned when she reached for a door knob with her bare hand. The door was blocked by fallen debris but they both called for help until someone came to help. Without his suit, Peter had no option except to ask for assistance. He was useless without the suit.

* * *

Soon enough they were outside, in shock blankets sitting in the back of an ambulance as nurses checked on them. Peter was doing his best to look for Michelle in the crowd. There was no way she’d leave without him but he couldn’t find her. Meanwhile, the girl finally spoke up as the nurses walked away. “You saved my life.”

Peter could hardly hear her in his worry. “Are you okay?” he asked, finally turning to her.

“Yes. Your face isn’t looking so great though,” she said, her voice small. He wondered if she was still recovering from the smoke, even his throat felt like hell after the experience and he was there much less time. She reached up to his cheek to outline the burn. “Do you even feel it? It looks like it hurts.”

Peter couldn’t feel the sting, he still barely looked at the girl as he watched for Michelle. As a wave of firemen poured by from the other side of the building, Michelle was walking with them before seeing Peter. Peter realized the girl’s hand was still on his face as he pulled away and rushed to Michelle. She looked hysterical, her eyes swollen with tears. Peter wanted to hug her but she looked mad.

“Are you ok-”

“What is wrong with you?” she asked angrily, her voice cracked. 

“Michelle, I had to-”

“Something could have happened to you! Why would you do something so stupid?” Peter was speechless, never having had a crying girl yell at him as she sobbed. He felt so helpless. “You could have been hurt. I was following them everywhere while they looked for you.”

“I’m sorry, Michelle,” Peter said, feeling weaker as he watched Michelle struggle against more tears. This was not how he wanted to find out if she still cared about him.

“What would I tell Aunt May, Peter, if anything happened to you?” That stung. Helplessly, he signed out, trying to explain himself. He gestured to the ambulance.

“I was looking for you.”

“Sure looked like it,” she answered him sarcastically. He regretted his choices to this point, but he didn’t know if he would have done anything differently. That’s what really crushed him.

Just as she turned to leave, Peter heard a distant “there he is!” Turning to see, it was the same old lady who called for help. She was pointing in his direction. A handful of reporters and cameramen ran to him, putting themselves in his way of catching up with Michelle. He called for her and she ignored him.

Turning, he saw the girl point to him as well as she spoke to cameramen. He recognized the local news channels’ logos on the microphones being pointed in his face.

Peter Parker was going to be famous.

**Notes for the Chapter:**

> I know this was not happy and the angst is getting harsh, but the next post is going to be a Christmas Special of sorts. Celebrate the holidays with the Parkers! It's going to be so cute, I promise. Just wait.


	21. Act 1, Chapter 5: Underneath The Rising Sun

If time wasn’t so desperately limited, Michelle would have loved to pack her house alone.

Working with the Parkers as they stuffed boxes made the closure she got from this feel so fabricated. It was her home, all being stuffed away and sorted into things she wanted to keep, give away or throw out.

If Michelle had it her way they wouldn’t get rid of anything. This was the subject of the discussion, though, what to do with the remaining items.

“May, I don’t want you to pay for a storage room,” Michelle insisted.

“It’s not on you. We don’t have enough space for everything at the apartment, we’ve crammed it so much with stuff. Peter and I can do a sorting over winter break so we can find space for all of your things.”

“You don’t need to throw your things away,” Michelle insisted, frowning.

“You’re with us now,” May reminded her gently. “You’re my responsibility and I want you to feel at home.” Peter got caught watching Michelle. Michelle tried to smile but it didn’t work. They still hadn’t really spoken. Peter tried to apologize but Michelle never answered him.

Aunt May left the living room to start packing up David’s room. That was supposed to be Michelle’s job, but she couldn’t smell his cologne without crying. May seemed equally as sensitive but one of them needed to do it.

Peter did his best to keep Michelle distracted meanwhile. She was talking to him, but not much. She was pulling a box of trophies off the top shelf of the nearest wall. 

The apartment was covered in shelves, mostly of books. Michelle decided to give them to the local library. It was actually quite admirable to hear her talk about how she hoped it’d mean something to a kid who needed them. Peter did his best to ignore his heartbeat in the moment. He’d committed to getting over Michelle; he was going to do what he could to make that happen.

As she struggled to hold the box up enough to slide it, Peter immediately rushed to her side. He fought her for the box in a way, defying how she brushed off his offer to help. The box tumbled but Peter was able to catch the box and all of its contents. In fact, he managed to catch everything before it ever hit the floor.

Michelle just stared him.

“That was so cool,” Peter announced with a laugh, knowing by now how to play off the little moment he’d have where he almost gave himself away. She just smiled faintly. He really missed seeing her amused. It wasn’t something he’d noticed until it was gone. He’d gotten so used to having her trust, even if that was time short-lived. “Michelle-”

“Peter,” she warned. Peter changed his question.

“Are you okay at least?”

“How’s the burn doing?” she asked, nodding to his face. Peter endured lecture after lecture from Aunt May about running into a burning building. That is, along with the new lego set she bought him and the dinner they all went out to. May loved having a hero in the family, she’d say. Peter could only wonder if she knew the truth how much she’d regret her words.

“I’m fine. How are you, Michelle?”

“You have no idea how much I hate that question, Peter,” she answered quietly. Peter swallowed before nodding.

“Actually, maybe I do,” he said. She may not have noticed, but he was echoing her words to him on the rooftop. He wished she’d realize just how alike they were, even now bonding over their loss. He was pleading with her to know his secret identity somehow, without the angst it would bring into their relationship. He just needed her to know the truth. 

Michelle looked up at him, mirroring the sadness in his eyes. Looking away, she jumped softly when she saw something in the box. Turning down, Peter watched her crouch and dig into the box. He could see the particular item of interest: a record player. The smile on her face was watery, ambivalent. As if she couldn’t decide whether to frown or grin.

“He used to love this thing.”

“Why is it packed already?”

“I don’t know,” she said, her tone very off. He could tell she was lying but he didn’t note it.

Despite the upcoming holidays, as it was nearly Christmas time, this was a rushed job. While her landlord was more than willing to hold the apartment for them a little longer, the Parkers knew they’d have no other time to pack the place.

After all, Michelle would be starting her new job soon enough. Peter felt nervous just thinking about it. That new internship at Oscorp was the one thing Michelle had going for her. When she finally admitted to it, he could feel her stare as she willed him not to say anything about David’s treatment.

She was willing to risk Peter knowing what she was up to, but May would ruin all her chances at getting any answers. If he thought about it long enough, Peter knew that was why she was still being patient with him.

* * *

 

Taking a break from the packing on Christmas Eve, Peter and Michelle were relieved to have the time off. They called a truce for the holiday, unable to stay tense when May was frantically cooking. Michelle and Peter made a mess of her recipe, but they did their best for her sake. Occasionally, they’d flick something at each other when they put their guard down.

It wasn’t that they were okay, not yet, Peter wouldn’t let himself hope for something so unrealistic. However, neither of them were willing to let rocky feelings get in the way of the holiday.

Still, Peter could tell the holiday was hard on Michelle. May was trying to settle plans for herself and Michelle to go to mass when Michelle cancelled on her, citing being unable to go without her father. She and Peter were left behind as May went alone, by Michelle’s insistence.  

The silence wasn’t what they needed. Peter couldn’t let things go, but Michelle looked like she was troubled.

“It’s not too late, Michelle,” he tried. “I could walk you.” He was met only with silence. She acknowledged him, she just didn’t seem up to talking. “Do you want to talk about it?”

Knowing he’d pushed, Michelle reacted as she always did. Though gentler now, she reminded him of their fight. “Why did you go in?”

With how many times she’d confront him after he pushed her too hard, one would think Peter had learned his lesson by now. “I’m sorry I left you.”

“And the rest of it?”

“What, leaving you or about your laptop?”

“Now that you bring it up-”

“I was just borrowing it.” He watched her face for a sign that she was going to take his excuse this time. Michelle looked exhausted. Her eyes were swollen. Before, he assumed it was from lack of sleep but the tinge of red in her eyes made it clear she had been crying.

Peter knew the pain of the first Christmas without his parents. Unlike Michelle, however, he had never been close with them to begin with. They weren’t very festive, not like May was. They would order food and they’d usually spend Christmas working, fielding calls and letting Aunt May and Uncle Ben keep Peter entertained.

Like before, Michelle just shut down as if she was keeping something to herself.

“What are you thinking?” She didn’t answer.

* * *

 

Peter told her he was going on a walk to clear his head. At first he was, but he couldn’t help worrying about the holiday. He needed nothing more than for her to forgive him.

Wandering into a small book store, he tried to find another novel that she might like. He bought her about five books hoping that one of them would appeal to her. It was difficult to shop for Michelle because she didn’t let on a lot about herself. He knew that she was an artist, so he thought to maybe buy her supplies but he wasn’t too familiar with that aspect.

He didn’t expect to find anything. In fact, he expected to go home empty handed. As he made his way to the front of the store, he looked to exit before thinking maybe he saw a familiar face as he stopped in his tracks.

There she was. Large headphones on, she was still dressed for jogging. Peter wondered if that was something she liked, running. Smiling to himself, he didn’t think he’d go up to her but he had no choice when he made eye contact. Her face lit up and Peter was pretty sure he’d never seen a girl look at him that way before.

“Peter, right?” Peter doesn’t ever remember telling her his name but she nods. “How are you?”

“Hi, um, I-I’m doing good. Yeah, I’m good.” Peter willed himself to speak less as he went on. “You?”

“Doing better. I see the burn is healing,” she said, reaching up to touch near the burn on his cheek again. “I never did get to thank you for everything.” Her hand was still on his face so he couldn’t really think coherently. Her eyes were pulling him in.

“Oh, it was nothing.”

“What are you up to?”

“Buying Christmas presents.”

“Ooh for who?” she asked, her eyes lighting up.

“This girl,” Peter said, unsure if he saw her looking disappointed for a moment. Was his mind playing tricks on him? “One of my best friends.”

“Need company? I have some time to kill.” If Peter was in his right mind, he’d find this sudden.

Instead, he drifted around town with her looking around. “There’s a record shop. Is she like….hipster-y?”

Peter shook his head. “But you’re right about the record.”

* * *

 

Digging through the boxes with this girl was fun. He realized faintly she never told him her name but he didn’t have the courage to ask her when their time in the shop was so quiet. She picked up a record with a giant moustache at the top and put it above her lip. He laughed so loudly the store turned and Peter realized he was not ready to spend time with this girl without making a fool of himself.

Grinning, she looked so pleased. “I’m not that funny, Peter.”

Laughing again, softly this time, he turned his head back down to the old records in the box he was searching in. Peter didn’t know much about old music of Michelle’s tastes. Pulling out an old album, he saw a song and immediately felt moved by purpose. “This one,” he said as he rushed to the front.

“What?”

“I found a gift.”

* * *

 

They probably should have left each other ages ago but Peter found himself walking home with her. He’d offered to walk her home but she just shrugged him off.

“So, I still haven’t properly thanked you,” she mentioned again.

“You’ve thanked me three times now,” he joked back now. As awkward as he felt, Peter was shocked to see she was paying no mind to his nerves. He could say anything and she’d still look at him like it meant the world.

“How about coffee?” she asked. Peter knew if he let himself say what was on his mind, he’d embarrass himself. He kept it brief.

“Where?”

“How about that cute one next to the record store?”

“I’ll meet you there,” he said, doing his best to sound cool but instead coming off as excited. She walked away before long, with Peter not hearing her words as she walked away because he was so excited to be able to see her again. She waved back and he waved a little too enthusiastically before walking into the apartment building, a bit of a jump in his step.

He never asked for her name.

* * *

It was Michelle’s turn to open her present. Peter was so nervous he could feel his palms sweating. Happily, up until now the presents were all pretty generic. They were on a tight budget lately and they didn’t have their mind on gift giving for the most part. May got Michelle a membership at a bookstore, Michelle got Peter a really nice tie to match the shirt he wore to the dance, they jointly gave May a beautiful set of earrings.

They were all happy, but Peter was just happy his gift would stand out.

Her smile shrank when she read the title of the album.

“Do you already have it?” he asked, worried. She wasn’t speaking, just finishing unwrapping and looking the record over.

“I love this,“ she said faintly. She stood up and walked to Peter’s side, hugging him. Peter could see the question in Aunt May’s eyes as she looked to see the album title.

Elvis Presley’s  _ Blue Hawaii _ , the album containing their song. Michelle didn’t let go of Peter for so long, Peter just held her back and tried to remind himself of his promise. This, this moment, was so much more important.

 

* * *

 

They had the album on as they ate Christmas dinner. May sang along to any songs she could recognize. Her voice was horrible, but Peter and Michelle just giggled to themselves as she finished garnishing their plates.

They were all a bit startled when the phone rang.

“Mr. Hemstridge?” she asked after a minute. “It’s Christmas. Is everything alright?” Peter frowned to himself, knowing this fairly well. Every once in a while, May would get called away on a holiday. He braced himself for disappointment. May let out a weak huff. “Thank you so much. I won’t let you down,” he heard her say stiffly.

As she turned to Peter and Michelle, her expression confused them both. She was happy. “You kids better start packing.” Raising his eyebrows, Peter was the last to pick up on her meaning as Michelle started cheering. “You’re looking at the newest Senior Brand Manager.”

Peter immediately rushed to May’s side, just like Michelle. “How?”

Looking amazed, she just shook her head and shrugged, laughing in her excitement. “Tony Stark. He came by one day and asked to open an account. When he recognized me in the office, his representatives started requesting me personally.”

As Michelle and May lost themselves to their cheers, Peter grinned watching them as he realized Tony deserved a little more credit from him.

* * *

Peter showed up for his coffee date perhaps a little happier than he should have. Getting back from thanking Tony, he was just happy to know how much he meant to the sappy hero. Deep down, Mr. Stark was just a really great man and no one ever got to see the little things he did for people he cared about.

Turning, there she was, watching the window excitedly for him. As he approached, she looked away as if she hadn’t been waiting, pretending to notice him for the first time a few seconds later. Peter could swear he was seeing things. She stood up and greeted him with a hug when he reached her table.

Peter was trying very hard not to think too much into any of this.

“Before I forget,” Peter started, having learned his lesson. He rehearsed so many lines to himself in the mirror, preparing himself so he wouldn’t say anything silly. “What’s your name? I don’t think I ever asked.”

“Oh!” she said, grinning as she took her seat again. “Felicia.”

All Peter could think was how much he loved that name.

**Notes for the Chapter:**

> Just want to introduce my new co-creator @piddling_golum!!!! He's been helping me out settling my plotlines for the rest of the story.


	22. Act 1, Chapter 6: Just Take Your Time

“Can I drop you off?”

Peter never thought convincing Michelle would be as easy as cornering her in front of Aunt May. There was no rush. Michelle was leaving an hour early to get food, something Peter had missed. Every exchange at every step was brief. Peter asked if she was nervous, she said no. Michelle asked what he was doing for the day, Peter answered ‘I don’t know’. They couldn’t hold a conversation, but things were better between them. 

Things were still tense lately but at least Peter had stopped avoiding Michelle. Whenever they did talk, he’d apologize. Even if she pretended she was still ignoring him, Michelle’s cover was fading and he could tell she missed him as much as he missed her.

So Peter took every excuse to spend time with her. Discovering that Michelle was about to take on a job at Oscorp was perhaps too much for him to take on at the moment. If Tony’s warning was anything to go off of, he didn’t have time to waste. The only idea he had to stop her was to watch her and wait for an opening. He couldn’t do much as Spider-Man, not after promising he’d help her.

Following her as Peter was the easiest way to get answers.

As they approached the door of the institution, Peter couldn’t help himself.

“We’re here,” she announced, a vague exit opening for him in her words. Peter nodded but didn’t move.

“It looks so cool.”

“I don’t want to be late,” she posed, though this time it didn’t feel like she was trying to get rid of him.

“You look great, Michelle,” he said, more because he could tell she was worried. Michelle was not comfortable with so much change. He could hear her fearful discussions with May but he knew better than to step in. All he could do was comfort her in the moment. The small smile on her face looked forced.

“I don’t know about this,” she said after a long minute, staring at her shoes. 

Against his will, Peter saw an opening. Taking this moment would solve all of his problems. All he had to do was make her doubt herself long enough to make her quit her job. If he could keep her convinced for twenty minutes, it would all be over. When Michelle finally looked up from the floor, Peter could see the tinge of insecurity she was feeling.

He could never work against her.

“You want answers, right?” Peter asked her. Even if he wasn’t supposed to know what Spider-Man knew about this mission. Michelle was honest enough to tell him she was going because of her father. It dawned on him he was committing himself to defying Tony’s orders. “This is how you get them.”

There was no turning back from this. With a resolute nod, she surprised him with a hug before she walked off. Although feeling a little more helpless, Peter turned his back to the building. He wouldn’t turn back to see her, knowing already that he’d made a mistake validating her. Her friendship may have been worth the world to him, but never at the expense of her safety.

* * *

Turning away from Peter, Michelle knocked straight into a man within seconds of walking towards the building. Her immediate reaction was to apologize, but catching sight of his face, she was stunned. She was wrong, it wasn’t a man but a boy. Barely any older than her, something was familiar about him from the moment she could get a good look at him. She was practically staring as he stumbled to get his things off the floor. She’d made him drop everything he was holding, but she was entirely unharmed. He was frantic about collecting his papers before she could see much. Really, if she was paying attention she would have offered to help. Only one thought was running through her mind for the moment.

_ Spider-Man _ ?

Michelle couldn’t make out where the recognition was coming from. He didn’t look like some maskless version of the hero, no. Square face, thick brows, freckles.  _ Blue eyes, brown hair, light skin. _

Then it hit her. The second sketch she made on the rooftop the night of her father’s surgery, the one she never got to finish in time to show Spider-Man. He matched the drawing perfectly. The only difference was the hint of green in his eyes. 

It was the last left idea of the hero’s appearance she had in her head.

“Are you okay?” he asked, his books finally up off the floor. Michelle just quirked her eyebrows at him as she continued staring at him.

“ _ I’ve drawn you, _ ” she said out loud, more to herself. It was so uncanny how exact the drawing was. Michelle wondered briefly who this kid was before realizing she was ruining her opening to ask.

“That’s a new one.”  Just when she was about to snap out of it and apologize, he pulled her back to the present. “I just try to avoid flirting with interns.”

Blinking, she did her best to turn her irritation into indifference. “I’m not flirting.”

“Right, you’re staring. It’s a little rude.” Judging by his smile, he wasn’t offended.

“You ju-”

“You don’t have to defend yourse lf, it’s fine. You’re not the first intern to try.” Everything in her called for her to put this boy in his place, but she was working and it was not the time. Michelle just rolled her eyes before walking away, deciding she’d already met her least favorite intern. She didn’t know his name, but it would be best if they never ran into each other again.

“You’ll have to excuse me. We’re about to be late for work.” Her tone was polite but her expression was hateful.

* * *

At first, Michelle’s assignments were scattered. They organized them so every intern would have to find their way around the full building within the work day. Michelle had yet to cross the labs, but the time finally came somewhere in the afternoon. She felt overwhelmed, pulled in a million different directions.

Truth be told, she loved the feeling. The pressure made her feel like she was making progress. Every time she sat down her heels cried for rest but she’d be up at a moment’s notice making deliveries.

Michelle came into this internship with a strategy. Ambition was valued in this business, so as long as she made it clear she wanted connections and power, they would have to accept her false ambitions to work there. Meanwhile, she’d be collecting names and evidence to expose the corporation. She was a smart girl, somewhere in the back of her mind she knew it couldn’t be that simple. Still, she pressed forward as though she had it all figured out.

The lab wing of the building was what she was most looking forward to visiting.

Crossing into the laboratory department was underwhelming at first, there was an archway that led to a dozen white-walled rooms full of scientists very absorbed with their work. After passing a few glass doors, she took the stairs down into a much more industrial area, surrounded in tanks and tubing instead of walls. The floors are loud, each of her steps echo, forcing her to look down to the other floors below, visible through the holes in the grated tile.

Heights didn’t always scare Michelle anymore, but that didn’t mean she wasn’t nervous to be there. Aunt May’s heels were getting caught in the holes and the sensation of falling was scaring her into believing she was in real danger.

Still, she pushed through. It wasn’t until she hit a mound that she could see a real issue for herself. The ground ahead was covered in a thick coat of brown-colored water. 

Though she didn’t want to risk ruining May’s shoes, she knew this wouldn’t be a good enough excuse to fail at her assignment. All she had to do was cross the water and hand in her binder. Taking one step into the mess, Michelle nearly slipped. Her heel landed in a hole just in time to balance her. In the moment, she let out a short yelp that was followed by the sound of hallow but loud footsteps.

“Are you alright?” a voice asked. As she looked around the corner, she saw a thin tall man in a hazard vest coming her way. He was lanky, his hair thin for his age and his glasses a bit too dramatic in the way it changed the size of his eyes. If she wasn’t observant, she would only see the outfit on him made him look mid-aged. Observing his face, he was maybe in his mid-thirties.

“Sorry! Just trying to cross,” she told him, doing her best not to look like she was stuck. He looked sympathetic until he saw her shoes.

“Are you new here?”

“An intern.”

“They should really warn you. Those aren’t safe.”

“No one said anything,” Michelle said, trying her best not to get embarrassed. She was still barely standing up straight as she tried to pull her heel out of the hole. “I’m going to be late.”

“What do you need to do?”

“This binder needs to go to A27. By 3pm.”

“You were going the wrong way anyway. That’s back at the white labs.” The ones she’d passed minutes ago.

“Sorry.”

“You’re going to be late. I’ll give this to them for you.”

“I’m still stuck,” she posed. She had every chance to yank the shoe out, she just didn’t have a way to do it without losing her balance or falling into the water.

The man put a bucket at the source of the leak, kicking at a few pipes closer to the ground until they slipped back into place. It was a temporary fix, but he certainly knew his way around.

“Why is it leaking?”

“Because we are dangerously overcapacity,” he answered casually as if he didn’t expect her to listen.

“What?”

“It messes with the water, the gas, the electricity. We shouldn’t have as many labs as we do but we push on. Have you noticed any flickering lights?” Michelle shook her head. “Well, you will. This building is expanding too quickly for its own good.”

“Isn’t that dangerous?” she asked, wondering why he was explaining this to her. He just laughed and Michelle finally understood. She wasn’t the only one he’s told. “They don’t care.”

“They have the money for it.” As he reached out an arm to help her, he continued, “You won’t last very long in this job if you care more about ruining your shoes than getting tasks done on time.” Michelle wanted to defend herself but she knew better than to talk back to any employees.

There was no opening for her to ask him who he was as he walked away. Even as she called her gratitude to him, still he didn’t turn back.

* * *

Michelle wanted nothing more than to fill Spider-Man in on her day. Though they were still communicating through letter, it was as though he’d stopped visiting the tunnel unless it was to answer her notes. She was still wrapping her head around her work at Oscorp as she researched the recent string of robberies.

Thus far, they’d figured out that it was connected to the fire she and Peter were in but ever since that discovery they were stuck without any new leads. As far as Michelle knew, if she was stuck then he was too. That didn’t stop her from imagining whether or not he’d found a replacement for her as she printed a file for him with all the new information he needed.

To distract herself, she got busy with the newspaper clippings she had brought the hero weeks earlier. Each clip presented new information on Oscorp that she had found. Building her own system, she constructed a ‘web’ on the wall, displaying the information cohesively. She used string and tape to outline connections between articles. With the information she’d learned today, she left a suspicious note labeled “leaks”, hoping that it would peak his curiosity enough to make him call her.

Leaving the file of information she had on the latest building fire in Manhattan, she wandered back out of the tunnel hoping it’d be the last time she’d leave alone.

* * *

 

Peter didn’t intend to lose time around Felicia, it just happened naturally. At first, they met for coffee again. The first time they went out together Peter was so rattled by his own nerves, he could barely get a few words out. This time he came prepared with stories about the holiday that he should have told her to begin with.

There was this magic about how perfect she seemed. Everything he said seemed to entertain her. Even if he was talking about something mundane, she’d let out this sweet sympathetic giggle before asking him a new question.

Truthfully, he knew in the back of his mind that they never talked about herself. He tried pushing this time but the resistance was often out of shyness from what he could tell. She’d blush bright red if he posed too many questions at once, and her answers were often short and subtle.

She walked him home again, promising to let him walk her home the next time. Peter looked forward to it. He wanted to know more about her, maybe everything about her.

“Are you ever going to invite me in, Peter?” she teased.

“Oh,” Peter huffed. He never really considered the possibility. He wasn’t sure Aunt May would manage to keep from embarrassing him. That wasn’t the real issue, though. He was worried about Michelle meeting her. Maybe that was strange, but his own feelings for her were preventing him from wanting to see the two girls talk.

That and he wasn’t too sure they would get along.

He never thought he’d welcome Michelle’s voice with a chill in his spine before this moment. “Peter,” he heard her stiffly address him. While to anyone else, Michelle would look disinterested, Peter could tell she was amused. She wouldn’t have stopped if she wasn’t. She looked at Felicia like she was studying something.

“Michelle!” he announced enthusiastically as if this was intended. “This is Felicia.” Michelle was never chatty but Peter could see with the slight smile on her that she was planning something.

“I see,” Michelle said, her tone indiscernible. “Are you feeling better, you know, after the whole fire thing?”

“Yes, thank you,” Felicia answered carefully, seeming a bit intimidated. Michelle knew how to talk to strangers, and from what he could tell she was being nice. He didn’t know why Felicia was shrinking in on herself the way he was.

“I’ll see you inside, Peter. Nice meeting you, Felicity.”

“Felicia,” Peter corrected.

“Whatever. Bye!” There was a kick in Michelle’s step that could only make him wonder how long he had before she’d tell Aunt May.

“Sorry about her, she’s-” ‘Always like that’ was probably what Peter was going for.

“Your girlfriend, right? I saw her at the fire.” Before Peter could answer, he could tell she was still shrinking into herself. “I feel so silly. I should have probably guessed you were together.”

“No, no, Michelle’s not my girlfriend. She’s a friend.”

“A friend?” He nodded. “Good.” Peter could see she looked relieved and he finally decided to believe what he was seeing. She liked him. He had no idea what to do with that information, but he could at least rest assured he wasn’t seeing things. ”I’ll see you tomorrow then?”

As much as he had plenty to fear when he joined Michelle inside, nothing could keep him from grinning like an idiot in this moment.

* * *

Michelle had succeeded in one thing during her first week at Oscorp, and that was impressing her supervisor. Granted, her supervisor Katie was just a senior intern, but she was a sweet girl who seemed very enthusiastic about having someone to be in charge of. She acted very much like an overachiever, making Michelle grateful the random match was made to her benefit.

Despite herself, Michelle requested more work in the lab area, hoping to get a good look at the scientists there again. In the back of her mind, she even wondered if she’d run into that man again. He seemed to know so much about what Oscorp was involved in.

Already, at least, she could begin to build a case for lack of safety. That is, if the building really was overcapacity.

Katie stood to greet a man who was approaching rapidly. Michelle recognized him from the newspaper articles she’d studied earlier. It was Norman Osborn’s assistant. His name was escaping her now but the senior intern rescued her. 

“Mr. Menken, have you met Michelle yet?” Michelle was thanking her lucky stars for her supervisor. The man kept walking.

“No time for interns today, sorry,” he mused kindly before continuing his pace past them. The senior intern didn’t seem too bothered but Michelle knew exactly the opportunity she was missing. She needed access to other departments as soon as possible if she wanted to make any progress.

Thinking back to how she’d trained for these challenges, she tried to think of a way to get herself in a room with Menken again. As Katie left her side, Michelle sat with her notebook, outlining her plan from here on. It all began with her supervisor, but that was the easiest part of the plan. Michelle was never good at making friends but she liked to think she was good at getting what she wants. Heading back to her supervisor's desk with a coffee in hand, Michelle smiled sympathetically as she handed it to her.

“Katie, you’ve seemed really overworked lately. Do you need me to take on anything?” she asked soothingly.

* * *

Peter finally got to walk Felicia home. There was nothing remarkable about the place. The apartment building was much larger than his own and much less personal. No one put up decorations on the walls, everyone coming out minded their own business. He couldn’t imagine growing up somewhere like this but he also had to consider he’d grown up used to living in houses rather than apartments.

The entire walk home he was still buzzing about spending more time with Felicia. It was practically becoming an everyday thing. 

Opening his front door, Peter could hear the two women of the house giggling over some private joke. He knew it was a miracle Michelle hadn’t already told Aunt May but he had really hoped for some more time to break the idea to May. Felicia wasn’t his girlfriend or anything but he also hadn’t been telling May where he was going every day. He wanted a way out of this that wouldn’t result in him getting grounded. He couldn’t imagine explaining that to Felicia.

“Michelle, just try it,” he heard Aunt May huff.

“Why do women wear this? It tastes horrible.”

“You’re not supposed to eat it,” he heard finally, followed by a chorus of laughter. As he approached May’s room, he couldn’t help but notice how empty it felt now that it was packed up. May saw him first before he could get a good look at them.

“You know, I had to wrestle Peter too when I tried to get him to start wearing real deodorant? His uncle Ben told him that Axe was a decent replacement.” It only ever took a matter of time for jokes to come at his expense.

“Ew, Peter!” Michelle reclaimed, laughing between breaths. May pulled closer to her, a mascara brush prepped in her hand. Michelle went back to wiping lipstick off herself, looking displeased. Try as she did, Michelle wasn’t letting May anywhere near her eyes.

“Stay still or I will make Peter do it.”

“Fine, fine,” Michelle stared straight at May, doing her best to stay still before laughing when May was only an inch away.

“Peter, come,” May called, handing him the mascara brush. Peter had no idea what they were doing but he just joined in, laughing as he played with the bottle.

“What am I supposed to do with this? What’s happening?”

“Michelle says she has a meeting.”

“I do have a meeting.”

“Sure,” May chimed in a teasing tone. “There’s nothing wrong with having a work crush.” Peter raised his eyebrows. With all the time he spent with Felicia, he hoped it meant he was over Michelle. The swift sinking of his heart into his stomach made it very clear how wrong he was.

“What?” Peter asked. Michelle just laughed.

“Don’t listen to her I hate this kid.”

“A work crush?”

“It’s so cute,” May teased, though Michelle looked mildly annoyed that she wasn’t being taken seriously.

“Already?” Peter let the question slip without thinking. He’d just never heard of Michelle having a crush on anyone. She took so long to warm to anyone as a friend, he felt a little confused she could like anyone on the spot. She’d only had the job a few days.

Okay, so he was jealous.

Looking between the women, he could tell he had messed up. They were staring at him as if he had a follow up to rescue him.

“Peter, are you okay?” May asked. Michelle looked mortified and confused. When she finally snapped out of it, meeting his eyes, Peter saw her smirk. He stared at her as though he was facing his death.

“He just doesn’t want me to talk about his new girlfriend,” she countered. Peter could feel Aunt May’s stare burning into the back of his head before she even started yelling.

* * *

May jinxed her. Michelle was almost completely sure if May hadn’t spent the entire time she was getting ready talking about the boy she met at the door of the building, he wouldn’t be here now.

Katie, her supervisor, let her take on the task of writing notes for a meeting between some of the lower level executives discussing taking on new research projects. It was sure to be bland and repetitive, she was warned, but Menken was sure to be there and Michelle was desperate for new developments. The closer she got to Menken, the more she could know.

Yet, she found herself sinking into her chair willing herself to type quieter as the intern from her first day kept staring at her throughout the meeting. The one time she made eye contact he grinned at her and she had to force herself not to scowl in front of everyone at the meeting. The only man who seemed to notice was the heavy-set scientist sitting next to him, who elbowed him and gestured at the man holding the meeting.

That got the boy’s attention, so she could only assume that was the department head he was assigned to. Michelle had yet to receive an assignment, thankfully. She would have to do everything to avoid being sent to the same man. She intended to ask for his name later.

When it ended, she rushed forward to Menken, doing everything she could to look casual as she looked around and pretended to be distracted straightening up the meeting room. As she listened in, she heard an opportunity for her to insert herself.

“I still don’t know how to get to the archive hall,” he lamented to one of his coworkers as they walked away.

“Do you need directions?” she asked when they were gone. “I don’t have a task after this.”

“I would love that,” he answered genuinely. Michelle almost regretted that he seemed nice. The tall man seemed intimidating but his voice was disarming. “You’re the intern from yesterday. What was your na-” 

Michelle could only hope that would have gone well if some tall bumbling teenager hadn’t interrupted. 

“MICHELLE!” the intern announced from across the room. He walked up, waving over as Menken and herself stared in surprise. As he approached, he and Menken shared a handshake, and Michelle suddenly felt like the third wheel.

“Harry, how is your work going?”

“Great. Great. Doctor van Adder has been pushing me hard. Do you mind if I borrow my friend for a minute?”

“Actually-” Michelle interjected.

“Anything for you,” Hensen interjected before turning away.

Michelle couldn’t find the words to express just how angry she was at this boy. So she stayed silent, simply looking up impatiently.

“I was wondering when I’d see you again,” he told her cheerily.

“How do you know my name?”

“Research. I know most of the interns anyway.”

“That’s not creepy at all.”

“Are you still drawing me?” Michelle didn’t know why he was singling her out over one accident days ago but had no choice but to try and duck out. “Because I think that also counts as creepy.”

“That’s not what I meant. If you’ll excuse me, I’m going to be late for my next task.”

“I heard you say you don’t have another task.” Caught in her lie, she sighed out before being distracted by the scientist she’d seen sitting with Harry.

“Harry, leave the interns alone. We have work to do,” the man quipped. Maybe it was because it was the first time she saw anyone tell him what to do, but Harry retreated just as soon as he heard the order. 

“Stay in touch, Michelle,” he said, holding her name out as if just to bother her. He returned for a second, pointing downward. “I love your new look, but maybe don’t wear those shoes with it.”

Looking down, Michelle saw the pair of worn out, steady sneakers she was wearing with her skirt. It looked dysfunctional, yes, but it was a piece of advice that had served her well the past few days.

Suddenly Michelle realized the strategy she should have gone with since the first day.

* * *

Michelle ate lunch at her desk every day by herself. She had no reason to socialize with the other high school interns, they were clueless. The senior interns were experts at this institute, but they would all go out for lunch. Since she wasn’t allowed to leave the work campus, she would just stick it out in the office alone. She never minded, she wasn’t one for socializing as she ate. Today, though, she came with a purpose.

Carrying her tray into the cafeteria, she saw bundles of people flocking to tables where people were similarly dressed. The hazard vested sat with the hazard vested. The suits sat with the suits. The lab coats sat with the lab coats. You could almost read their departments off their outfits. 

In the distance, she saw one hazard vest sitting alone, face buried into his tablet. She had seen him here before as she made her way back to her office. The same man who helped her on the first day.

The thought really should have occurred to her sooner.

Approaching him was difficult because her resoluteness wavered. Finally, she reached him with a confident smile on her face. “This seat open.”

He just stared, so she took her seat. “Shouldn’t you eat with the other interns?”

“I don’t really have any friends,” she said, unashamed. She was used to saying this, though outside of this building it was finally not true. “Thank you for telling me about my shoes.” He peered around the table to look at them. He smiled slightly, though it was gone in a second. Before he could ask any questions, she started eating. “What’s in the news today?” she asked, nodding at the tablet.

“You heard about these crazy fires all over the city?”

Michelle found her opening. She smiled, knowing she’d won her spot. If this story didn’t impress him, nothing would.

“Are you kidding?” she asked. “I was  _ in _ the first one.”

**Notes for the Chapter:**

> Giant thanks to our beta~ [@lolcentral101](http://archiveofourown.org/users/lolcentral101) here on AO3!!


	23. Act 1, Chapter 7: Wait A Second

**Summary for the Chapter:**

> Actually a new chapter!

“Is it weird to miss you already?” Felicia asked hesitantly over the phone. Her voice was so faint Peter suddenly remembered how shy she could be. It was a distinct change from the way she behaved when they met up. **  
**

They’d built an odd friendship. Peter was almost sure that Felicia liked him, and he had a faint understanding of his own feelings for her, but he had no ideas on how to proceed. She didn’t seem to mind. They both settled for meeting up every day or so and just hanging out.

Felicia was perfect. It was almost confusing to Peter. She was a hesitant girl, but Peter could never shake the feeling that she had a free spirit. He loved her taste in music, she agreed to give his favorite movies a try. Peter was hard-pressed to find something wrong with her. It wasn’t like he was looking for something to go wrong, but he couldn’t help feeling as though there was something odd in just how flawless she was.

“I miss you too,” he said, shyly. Pacing across his room, when he turned he couldn’t miss Michelle’s smirk as she sat on the ground, her back against the bed. She had long ago made it clear she found Peter and Felicia’s friendship very funny. At least, she made as much clear to May when she exposed him. He swallowed back his hesitance when he realized she wasn’t really ignoring him as much as he thought she was. She made eye contact and raised an eyebrow before continuing to text on her phone. He made a shooing motion with his hand at her as he turned his back again.

Peter always felt deeply uncomfortable trying to consolidate his feelings for Felicia with the lingering feelings he had for Michelle. He was doing as he promised and moving on. It was the best thing he could do for their situation but he always found himself stumbling here and there. Even while talking to Felicia, the faultless beauty Peter’d been lucky enough to have crossed his way, he couldn’t stop letting this creeping thought invade his mind that Michelle was probably texting that boy from work right now.

“I was thinking-” She paused and Peter could hear her sigh and move around. He was fond of just how well he could predict her behavior by now. She was probably pacing too. He was pretty sure he got the habit from her. It’d been three weeks since they met and he felt like he’d known her forever. “I’m getting tired of having coffee,“ she mused, her tone still sweet.

“We can do something else,“ he suggested, smiling.

“A picnic, maybe?“ Peter heard a snort behind him and turned nervously, expecting to find out Michelle could hear Felicia. Instead, he saw Michelle’s head dipped as her eyes watched her phone very carefully. There was a grin on her face as she started typing intently. May talked about the boy at work so often he had to be important to Michelle.  Peter was too nervous to let that run through his head for too long. There was nothing strange about Michelle talking to her crush. That’s what Peter was doing at that very moment! Ignoring the wash of jealousy, he nearly jumped to the ceiling when he heard Felicia speak again. “Are you still there?“

“Yes,“ he croaked out, embarrassed that he’d forgotten she was there. “That sounds great. We should do that.“ He couldn’t remember her suggestion but whatever it was, he was sure it would be fine. He heard another laugh behind him. He couldn’t help himself, he had to know. “Hey- um, can I call you back?“

He waited for her answer, which came in a tone like he was acting strange. Maybe he was. “Sure?” As he hung up, Peter went and sat next to Michelle on the ground. She inched away subtly but he could tell she was hiding something.

“How’s Felicity?” she asked with a tone to her voice that sounded unpleasant enough that Peter liked to tell himself it meant Michelle was jealous, even if that wouldn’t make sense.

“Felicia. She’s fine,” he answered dismissively. He nodded at the phone. “Is that the guy from work?“

“How many times will I have to tell you and May that I don’t like him?“ she mumbled under her breath, her tone bored. Peter tried to peek over her shoulder but she was doing a good job of hiding her screen.

“So who is it?“

“None of your business.“

“I just don’t see why I can’t ask,“ Peter said, his head down.

“What did you and Felicia talk about?“ she asked pointedly. He hesitated. “You know, you never talk about her.” Peter didn’t know how to answer so he didn’t. Just when the silence lasted long enough, Peter took advantage of his reflexes and took the phone out of Michelle’s hands. Reading the contact, he was surprised to see the answer was somehow worse than he’d feared.

_Flash._

Peter just stared at the phone like it couldn’t be true. As much as he wanted to make the excuse that it was about decathlon, the few words that flashed across the screens, the ‘lol’s and the funny gifs, made it clear this was a much less serious exchange.

At first, he wondered if Michelle even knew what she was doing wrong but he could tell by the guilt on her face that she knew. She snatched her phone back, looking as though she was bracing herself for a lecture. “You shouldn’t be stealing my phone.”

“Why are you talking to Flash?” he asked, his voice flat. Michelle shrugged. He just waited. When she didn’t explain, he just looked to see if he could find a better answer than what he was assuming. “Since when are you two talking?”

Michelle just looked away, turning her phone’s screen off and tucking it into the back pocket of her jeans. “It’s not-” Peter wasn’t sure Michelle was one to be lost for words. “He’s been really nice to me,” she started, only to get cut off.

“Before or after he tossed Ned and I into the lockers or hid your gym clothes in the dumpster,” he asked, his voice faint.

“Peter.”

“Or that time he called you Michael all of freshman year.”

“Please don’t,” she pleaded faintly. Something seemed to be bothering her more than just Peter’s confrontation, but he couldn’t help taking this personally. Whatever Michelle was choosing to overlook to be talking to Flash, she had to overlook Flash’s behavior towards himself, the one person Michelle claimed to be friends with.

“Dinner time!” they heard May announce from the living room. Peter could smell the steamed broccoli from the next room, unpleasant but not the worst thing she’d ever cooked.

“Coming!” Michelle called back. Peter just stepped aside and gestured for her to go, staying behind for a minute to think.

* * *

As Michelle tried to redraw the diagram Max laid out for her, he paced behind her. He was maybe a few feet away but Michelle could still feel the nerves just radiating off of him.

“I can do this with my eyes closed. I don’t have to do it again,” Michelle said. She had half a mind to tell Max his lunch was going to get cold but she thought better of it. At this rate, he deserved it just a little for making lunches as boring as he possibly could. Ever since they started training, Michelle had been subjected to taking lunch in his office so that he could finish training her in time before the Spring. Being three weeks into a five week internship, Michelle had already settled on her fate to having to take on a spring internship at Oscorp to finish her mission.

Without Spider-Man’s help, this was taking a lot longer than she had guessed it would. She was doing her very best not to be bitter about that.

“Practice makes perfect,” he reminded her, trying to sound chipper. It didn’t suit Max. He was such a stoic man, that was what made them a decent match. He didn’t really have many co-workers. Even he seemed relieved to have familiar company around. Even if he was forcing her through excessive training.

“I don’t see why I can’t join you on your next run,” she mumbled, passively aggressive. Max had gotten used to her mouthing off so she made no effort to hide this tendency.

“I’ve explained enough times, Michelle.”

Michelle gently kicked aside a paper on the ground that was in her way of getting to the rest of the board. They were surrounded in loose papers. Michelle suggested long ago that they clean out Max’s office but he refused. She got the subtle impression that he was a hoarder, which she found more entertaining than concerning. He seemed to need to keep everything he’d ever received.

It felt like it’d been long enough. “Max, eat your food,” she quipped. He startled as he returned to his desk. Michelle didn’t want to ask about the photos on his desk, but she recognized the old lady in one picture frame to look a lot like she could be his mother. It was sweet, but Michelle knew better than to inquire about it.

Her own desk was similar. It was neat, covered in stacks of books she’d brought to work for their off time. There were almost no decorations, but it sported a photo of her father and brother. She occasionally lost focus when reading just to stare at it. She knew Max noticed, but he did her the mutual favor of not talking about it.

“Eat your food, Michelle,” Max retaliated. She took a reluctant break from her diagram to pick up her soup. They were both bracing themselves. The office was experiencing a cold season and they both refused to cave into weakness like their peers. They made a strict policy about this: it was them against the world. If one of them got sick, they’d both go down.

Michelle enjoyed the way Max would escalate everything to a war strategy. It made her feel at home. The Parkers were too sweet for that kind of mindset.

“So,” Max trailed off. Michelle just gracelessly slurped noodles into her mouth, her eyes looking at Max as she waited. “About that intern.”

Michelle rolled her eyes while her mouth was still full. Swallowing fast, she sighed. “Harry?”

“I hear you two are spending a lot of time together.” Though he seemed to be getting at something, Michelle could tell the smile on his face was a part of an elaborate scheme to tease her.

“More like he follows me around when you’re not here.”

“I’m not here pretty often,” he noted, calling back to the runs that Michelle wasn’t allowed to join him on.

“We could change that,” she suggested, trying to change the subject.

“You should be careful with Harry,” he noted, staying on topic. “It’s none of my business but I just wanted to make sure I did my job.”

“Did your job?”

“Trying to keep you out of trouble.”

“How would I get into trouble?” He shook his head. Realizing this wasn’t a conversation she felt like continuing since she had no intention to see Harry, she shrugged. “So can you take me on runs instead?”

“There are too many safety hazards,” he repeated, bored.

“So?”

“I would feel awful if anything happened to you. How’s that for an answer?” Michelle rolled her eyes. “And god forbid we get sued again,” he mumbled to himself, laughing.

“Sued?” He stopped eating and licked his lips, picking up a napkin.

“There was this case a few years ago. Multiple accidents on Oscorp properties leading to severe….well I guess you can say damage.”

“To people?” He shrugged.

“I wasn’t working here. That’s part of why they hired me.”

“So what is your title here anyway?”

“Who knows?” he joked. “It’s ‘general safety coordinator’. Though I guess I’m more of a director since I’m the only one in the department. My job is just to keep the stupid things from causing stupid accidents.”

“So the leaks and the-”

“Everything, Michelle. All of it is part of my job. I get a lot of help but sometimes it’s just easier to do it all myself rather than try to explain it to someone who was supposed to keep it stable in the first place.”

“But there are still problems?”

“I’m only one man,” he said, shrugging. “I do my best but Oscorp sits on a hotbed of instability and carelessness.” Michelle did her best not to give herself away, pretending to look surprised.

* * *

Normally Michelle took her walk home as the only real break she’d have. As an introvert, Michelle derived energy from her time alone, the time she had to collect herself. It wasn’t that she didn’t enjoy socializing. At least now she did. Max was great to talk to and she loved the Parkers’ company at home. It just left her very little time to be alone.

Michelle would be lying if she said she hadn’t been counting down the hours at work ever since she got a certain text. She had been in the middle of waiting for Max when Spider-Man texted her. He asked to meet her at the tunnel after work and Michelle was a little embarrassed of how excited she was to go see him.

It presented itself as a challenge ultimately. She forced herself to be patient and forget about the meeting until work was over. Whatever this surge of emotion was she always had when she thought about the masked hero, she needed to push it down and take some control. As she made her way through Max’s assignments and pushed through the work of the day, she kept an immovable expression on her face like she was indifferent. At least if she made it to the tunnel suppressing her glee, she’d feel like she had a grip on herself.

The front steps of the Oscorp building were always bustling around this hour. Even if she did leave an hour early every day, she watched the employees rush home early to beat the rush hour traffic.

Max left Michelle with too many manuals to study. Though she wouldn’t get through them all in one day, she wanted to leave a few home for her to be able to study. Even one was too much for her to carry. She struggled with the four she’d been left with, doing her best to focus on her indifference as a way to cope with the weight. Before she could take the first step down, she noticed someone was staring straight at her.

Turning, it was just about the last person she wanted to see. Harry approached cautiously, as though waiting for her to lash out. Michelle did her best to look unmoved by his presence.

“Are you mad at me?” he asked when he finally reached her. Michelle couldn’t help the face she pulled. She didn’t spare enough time thinking about him or talking to him to have any sort of reaction other than annoyance.

“I’m indifferent,” she answered bluntly.

“Really? Because you seem to strongly dislike me,” he noted doubtfully.

“I wonder where you got that idea.”

“I also haven’t seen you in the cafeteria lately.” She tried not to roll her eyes. Of course he noticed. “I don’t think you’ve been going.”

“Why are you looking for me?”

“The interns usually sit together.” He shrugged.

“Well, you’re right. I’m not going to lunch there. Also, it’s not that I seem to dislike you, I _actually_ dislike you. I’ve been fairly obvious.” He winced. She looked forward to seeing him squirm, considering how many times he seemed to go out of his way to make her uncomfortable.

Instead, he laughed like she made a funny joke. She wasn't joking so she found it a little frustrating that he wouldn't take her seriously.

“Let me walk you home?” he asked, as if it was some smooth transition. Michelle was bug-eyed in her confusion. “What?” His tone was as if she was the one being confusing. “You can't carry that by yourself.” With that, he gently took the manuals from her.

“Why?”

“I need a friend, I don't talk to most of the interns, and you can't carry that all by yourself.”

“I don't need any friends.”

“You don't have any friends and everyone needs a friend.”

“I have a friend.”

“Oh Mr. Complicated hug guy from your first day? No, you need an uncomplicated friend.”

“No.”

“Think about it this way: You don't have to carry the books, so it's free labor.” She huffed. “Besides I’m sure Mr. Complicated won't mind if I keep his girlfriend from throwing out your back with these books.”

“We’re not dating!” Her pitch went up a full step.

“Sorry! Sorry, my bad,” he insisted dismissively as he walked forward. Rolling her eyes, she followed him, explaining the directions. She would need him to walk her to the tunnel but at least if she dodged him he wouldn't notice it wasn't her house.

* * *

“I’m so happy we did this,” Felicia said, her back against the picnic blanket. Peter was sitting down a few feet away, not nearly as exhausted as she was after their badminton game.

Felicia did not strike Peter as an athlete but she was amazing at the game. He went easy on her to blend in, but he was sure if he'd never been bitten, she would have brutally outdone his performance.

Peter could never explain in words the way she defied his every expectation, making herself out to be the perfect girl Peter wished he could focus all of his heart on.

“It's much nicer outside, don't you think?” she asked, clearly noticing he was lost in thought. He nodded and smiled for her benefit. “What's going through your mind?” She rolled around and propped herself up on her elbows, fists to her chin as she seemed to settle in, ready to listen.

Peter shrugged. “I'm not excited to get back to school.”

“I'll miss seeing you as much as I do now,” she lamented.

“We’ll still see each other. You can visit whenever you want. And maybe I can come visit you sometime, if you want.” Felicia never invited him into her home and he'd grown quite concerned why. She always avoided talking about her family. Peter felt like there was something to unpack there but he was too shy to ask. He personally hated being asked too much about his family.

“School is so lame,” she sighed out, frustrated. Peter laughed. “I'm so over it.”

“Me too. I can't wait to graduate.”

“Any plans?” Peter remembered the time that college was his ultimate goal but he had since changed his mind, picked goals he’d never be able to share.

“I’ve always liked inventing things,” he said finally. “I’m working as an intern at Stark Industries.” Her eyes widened as she sat up.

“What’s that like?”

“It’s the dream,” he said honestly. “It’s what I’ve always wanted.” Felicia mirrored his smile.

“Are you going to work there one day?”

“I hope so.” Peter wanted nothing more than to be an Avenger. Ever since he was little, he could only picture himself as a hero. Maybe he regretted the steps it took to get to this point, but he could never regret being able to help people now. “How about you?”

Felicia seemed hesitant. “My mother always wanted me to do something stable. Be an assistant or a secretary or something.” She stopped, as if considering something.

“And that’s not what you want,” Peter continued for her.

“No. I don’t know what I want but I don’t want it to be normal.” He didn’t know what to ask to help himself understand. “I don’t know what I’m saying. I just want more.”

“Like what?”

“We’ve seen people do some incredible things. I want to be more.”

“Like a superhero?” Peter joked. Felicia laughed.

“That’s just a pipe dream. I just don’t want to be like everyone else, stuck in one place for the rest of my life.” Peter just grinned at her, happy to have met someone like himself. Felicia seemed to take his amusement as teasing. “I know, it’s a cliché-”

“It’s really not,” Peter encouraged.

“I want something like what you have. Saving people from burning buildings, working for an Avenger, having your future set but not planned out step by step.”

“I am not that interesting, Felicia,” he pointed out, trying to get her off the subject. Before he could continue, he got a text from Michelle. It was in the group text with Aunt May.

_Staying with a friend._

Peter remembered that he’d texted Michelle earlier in the day to meet him at the tunnel. It was his version of trying to keep the peace. Even if she and Peter were fighting, he at least wanted her to be happy with Spidey. As stubborn as he was feeling on the Flash issue, it was so important for him to be on good terms with Michelle in some capacity. She was one of the most important people in his life nowadays.

He winced a little at that thought, knowing it was a sign of just how complicated their situation was.

“I’m late to pick Michelle up,” he lied, apologetic as he looked back to Felicia. She looked concerned and accepting, not at all bothered.

Peter was doing his very best to find faults at this rate.

“I’m sorry,” he said, rushing to get his stuff together. He was about to help clean up when Felicia waved him away.

“I’ve got it, you should hurry,” she suggested. Peter spared her a wide smile before hurrying off, holding his backpack as he looked for the nearest alley to change in.

* * *

The walk wasn’t nearly as unpleasant as Michelle assumed it would be. They didn’t talk about much but Harry took her rudeness pretty well, often just laughing her off and prompting more rudeness. After a while, Michelle got used to their exchanges. As long as she ignored Harry’s nosy questions, he was very likely to move on and leave touchy subjects alone.

She still didn’t know much about him. He just barely mentioned his own project working with a Dr. van Adder. She didn’t know too much about the kind of science they were working on, so she didn’t push him on the topic.

As they arrived at the nearest corner by the tunnel, Michelle turned to Harry and put her arms out. “Here’s far enough.”

“This is a street corner,” he pointed out. She shrugged. “Which way’s your place? I don’t mind.”

“I don’t want you to know where I live,” she countered. “You seem like the type to show up unannounced.” Harry laughed harder than he had the entire walk.

“You’re an ass. You know that right?” He didn’t seem to mean it in a rude way and Michelle didn’t have the energy to take any offense.

“This doesn’t make us friends, by the way,” she reminded him. “This was about free labor.”

“Sure,” he said with a grin, pleased when she smiled back. “I feel like gratitude is in order. Maybe a ‘thanks’?”

“Never,” she joked. She hated the impulse to smile around Harry. Annoying as he was, he was funny. She refused to give him credit for it.  He handed the manuals back to her gently.

His eyes lit up suddenly. “You know in Mario Kart how if someone drives over you, you get flattened like a pancake?” Michelle shook her head.

“I don’t play video games.” He took that very personally.

“Well, that’s how I’m going to imagine you trying to get home carrying those.” She chuckled even if she didn’t understand the reference.

* * *

 

Peter did not like the look of the guy standing outside talking to Michelle. He could easily guess who it was but he pushed it away thinking of other possibilities. She could have met him on the street or something.

He pleaded with himself not to ask but the moment he stepped foot in the tunnel he faltered.

“Who was that?” he asked hesitantly. Michelle turned, looking pleased until she registered his question.

“A coworker.”

“Why was he here?”

Michelle patted the books on one of her desk. As she looked around, she was a little relieved to notice how clean the tunnel was in comparison to Max’s office. Maybe she enjoyed mess, but she herself was very clean and this was a very significant place to her. It had to feel like her own so she could call it home.

“They were too heavy,” she explained dismissively.

“I could have helped you,” he suggested before he realized the flaw in his plan.

She snorted. “I am not calling Spider-Man to help carry my books.” Under her breath, she had to be perfectly honest. “It’s not like you’ve been around much lately.” Turning, she didn’t have to be able to see his face to know he was taking that personally.

Honestly, interacting with Spidey was making her better at reading body language.

“How is the arsonist hunt going?” she asked carefully, trying to recover from her minor outburst.

“Unproductive,” he said, finally coming closer and sitting next to her. “Whoever they are, they leave the scene before I can even get there.” Peter wasn’t going to pretend he didn’t deserve that one. It had been days since Spidey last called her. Even he missed making this an everyday affair. Maybe after they resolved this last tiff, things could be back to normal.

Things were too silent between them. Nervously, Michelle tried to approach the subject of her own mission. “I got a lead.”

Peter was always doing his best to seem supportive of Michelle’s efforts. He could respect that she needed answers, even if he wished he could keep her as far away from Oscorp as possible. “What is it?” he asked, invested. He had to admit he also wanted to know as much as he could about Oscorp.

“My boss mentioned something about a lawsuit against Oscorp a few years ago. I looked it up, it never went public. It involved injuries to multiple employees, though.”

“So you think that’s connected?”

“It could be. It’s disappeared. There’s no record of it ever existing in their files. I checked.” Peter winced. He had to admit she was getting closer to the truth, even if it wasn’t completely what he wanted.

“Let’s get researching,” he said, taking on a screen and opening up the database as she did the same on the other side.

“You’ll help me?” she asked doubtfully.

“I said I’d support you. I’m n-” Michelle received a message on the screen.

“The arsonist hit a restaurant in Midtown. They’re closeby and still at large,” Michelle read aloud. He ran out, turning on his headset. At the door, he spoke to her through the mask.

“Keep me posted,” he requested.

“It’s nice to be back,” she sighed out, sounding pleased.

* * *

When she got home, Michelle was positively exhausted. Between reading the manuals on her off-time and helping Spidey unsuccessfully track down the arsonist, she felt like she spent the whole day working without rest. As she reached the last set of stairs, she was preparing herself for her excuses with Aunt May when she spotted Felicia at their door as she reached the last step.

The tiny blonde stood there looking away. Michelle noticed she looked exhausted, wearing jogging pants and an athletic top as if she’d just gone to the gym. The small duffle bag in her hand made her think she wasn’t that far off. As she turned and caught Michelle’s look, Felicia waved down the hallway. “Felicia?” The girl looked a little too flattered all of a sudden. “What?”

“You got my name right.” This girl was too peppy for Michelle’s mood, but she swallowed back her impatience for Peter’s sake.

“What are you doing here?” she asked as she unlocked the door. Felicia gave her space to enter as she waited calmly behind her.

“I knocked and no one answered. I don’t think anyone’s home. I haven’t been waiting long, I’m glad you came.”

“I don’t know where Peter is.”

“That’s fine. Can I wait out here?” she asked.

“I can’t stop you.” Michelle was impressed her usual attitude didn’t scare someone as sweet as Felicia away but she was a little annoyed the girl still felt comfortable being so chipper. She had no energy to even pretend to match the blonde’s expression. “Why did you come?” she asked, her tone curious now rather than interrogative.

“Peter raced out to go meet you at work, I didn’t get to talk to him about something.” Michelle resisted telling Felicia that Peter never met with her at Oscorp.

“Well, I hope you guys had fun,” Michelle dismissed, wanting to get inside and leave Felicia to her waiting.

“We did. Do you work at Stark too?” she asked curiously.

“No. Just Peter.”

“Oh.” She looked off as if looking for something new to say. Michelle prayed she’d come up empty so she could go inside. Her bed was calling for her to take a nap and Michelle barely had the willpower to resist. “Where are you interning?”

“Oscorp.”

“Do you want to be a scientist?”

“Yes,” she lied.

“Wow, you and Peter are so lucky.” Michelle nodded, trying to entertain her. “You’re both doing exactly what you want.” That confused Michelle enough to get a reaction out of her. Whatever Peter was doing at his Stark internship, she was pretty sure it wasn’t in the line of business that he wanted.

“What do you mean?”

“Peter gets to invent with Stark, you get to study science at Os-”

“Peter doesn’t want to invent,” Michelle answered, trying her best not to seem like a know-it-all. She just didn’t like the implication her mind was making that she was wrong about Peter. He’d told her himself. “He wants to be an engineer.” Michelle just couldn’t help herself: “You should know that. It’s a really big deal to him.”

Felicia looked taken aback. Michelle instantly regretted saying anything. “He told me this morning that he liked to invent. I’m sorry.” Michelle just stared at her. As if clockwork, Peter hit the top step at that moment, sweating as he pulled his earphones out.

Whatever doubt was lingering on Felicia’s face from Michelle’s words was gone as Peter appeared. She waved, her smile a lot sweeter than it was for Michelle. These two were so annoying to Michelle it was unreal. They lived out a bad teen romance.

“Felicia!” Peter announced, out of breath. “What are you doing here?”

“You ran out of the picnic, I never got a chance to ask you something.” Michelle tried to take her cue to leave. “Michelle, wait! I’m glad you’re here, actually. I wanted to know if you’d like to hang out sometime.”

Taking in a deep breath before turning back, she hoped to herself that Felicia was just kidding. Instead, her face looked giddy and intentful. “Why?”

“Just figured I could use more friends, and you seem nice.”

“Thank you, but I’ll pass,” Michelle said, doing her best to try and make that sound grateful. Peter looked as uncomfortable as she felt. She hurried inside before either of them could say a word to her.

Looking after her, Peter was frantic when he saw the look on Felicia’s face.

“Did I do something wrong?”

“No! Michelle’s like that,” Peter explained, hoping Felicia would understand. “She’s not very big on people and she likes keeping to herself. I wouldn’t take it personally.” Nodding, Felicia seemed to just take his word and push it out of her mind. “What did you have to ask me?”

“Oh right,” she chimed, a smile appearing on her face. “I know I’m not putting on the most persuasive front right now,” she said, gesturing to her outfit.

“You were wearing that when we met,” Peter reminded her. She seemed flattered he even noticed.

“Are you ever going to ask me on a date, Peter Parker?” Though she was normally very shy, Peter could feel she was much more comfortable bringing this up than he was trying to answer. The girl was basically telling him to ask and he couldn’t help his hesitation. Letting out a nervous chuckle, he put a hand to his neck.

“I, um-” Peter tried to find the words. “You want to go on a date?”

“I’d love to. Tomorrow at eight?” she prompted. “I’ll pick you up.” Blown away, Peter just watched as Felicia kissed his cheek before walking away.

Stumbling towards the door, Peter was pretty sure his ghost left his body. At least that or he was just dreaming. He was pretty sure he was blushing as he stepped into the apartment. As if placed there just to pull him out of his daze, Michelle was laid down on the couch, looking happily invested in her book.

“What was that?” Peter asked, unsure of why Michelle would behave that way around Felicia. Michelle barely spared him a glance.

“What was I supposed to say?”

“You could have at least been nice about it.”

“Does that sound like me?” Michelle asked, bored. Shaking his head, Peter just walked past her to his room, deciding to lock himself in there until May came home to cook dinner.

* * *

 

If there was anything worth saying about Peter, it was that he was terrible at holding grudges. It was a blessing and a curse. While it kept him out of trouble with his friends, it often meant a lot of unresolved issues.

That being said, he couldn’t regret showing up in time to walk Michelle home. If they were going to stop fighting, someone had to cut the grudge short. It certainly wasn’t going to be Michelle, not with her temper.

Peter saw her leave the building, a tall but skinny black man holding the door for her. He matched the description Michelle gave of Max, her boss. His dorky glasses were a dead giveaway especially. Michelle took those from him one night to prove he was terrible at keeping track of his things. Peter remembered trying them on and wearing them when she brought them to Spidey.

He waved to her. She looked nervous as she waved back. As she approached, he smiled as though nothing was wrong. “What are you doing here?”

“I saw your books yesterday, I figured you’d need help.” She mirrored his smile.

“Hey about yesterday, I’m really sorry,” she apologized. Just as she was about to continue, he heard her text tone and watched her grin as she checked to see who it was.

Peter had terrible impulse control. “Is that your best friend Flash?” The moment they made eye contact, Peter realized he never should have risked her temper. “I’m sorry. I didn’t mean that.”

“It sounded like you meant it.”

“We shouldn’t fight.”

“You started it!” Just as he could tell she was about to launch into a lecture, something behind him distracted her.

"I was about to offer to walk you home but I see you found an escort," someone announced from behind Peter. Turning, Peter could tell by sheer irony that this was Michelle’s coworker. He was handsome, well-dressed, tall. This was just like Peter’s luck.

“Harry, what do you want?” Michelle asked, her tone very impatient and nervous. She had never been so afraid of Harry’s power in any conversation as she was now. She and Peter were already fighting and Harry was too much of a wild card.

“I just told you. I was going to walk you home.” Turning to face Peter, Harry grinned. “If it isn’t Mr. Complicated.” He extended a hand. The smile on his face was starting to annoy Peter. Michelle wanted nothing more than to hide her face in her hands and beg the moment to be over.

“Who?” Peter asked, doing his best to hold back his tone from his and Michelle’s argument.

“Never mind that,” Harry brushed it off. “I’m Harry, it’s nice to meet you.” His smile was charming. Peter was trying so hard not to hate him. “Michelle talks about you a lot. I’m happy to finally meet her...whatever.”

“Whatever?” Peter asked.

“I don’t talk to you at all,” Michelle noted, unsure of why Harry was stirring trouble. Peter took the compliment, because he needed it. “Harry, are you done?” They met eyes and Peter could tell there was an exchange he was missing.

“I’ll leave you both to it,” Harry said, taking the murderous look in Michelle’s eyes as a good enough hint to go.

“So that’s the guy,” Peter mused after a long time. “What does Mr. Complicated mean?” Michelle just ignored him and made her way home with the books in hand, ignoring Peter’s questions on the walk home.

* * *

Peter willed himself not to spend the entire date with Felicia thinking about Michelle and Harry. He really didn’t have a right to care. At least with Flash, he had a reason to be angry about the friendship. When it came to her relationship with Harry, whether it was a crush or anything else, he didn’t have a good reason to be against it. This was just part of moving on.

Meanwhile, he had a date coming up, with a perfect girl that left him breathless every time he saw her. That had to be enough, he couldn’t figure out why that wasn’t enough yet.

May’s excitement was enough to distract him for the time being. They ran through outfit after outfit trying to find Peter the right set of clothes for the occasion. Peter had no idea where they were going, but he was genuinely excited to find out. May was over the moon about his date with Felicia, however little she knew the girl.

“You know, if you get married, you’ll always get to say you met when you saved her life.”

“May!” Peter exclaimed, embarrassed.

“Sorry, sorry, definitely don’t tell her I said that. Not on a first date,” she reminded him. “Or any date. Sorry.” Going back to fussing with his hair, Peter kept worrying he was trying too hard. He had no one else’s advice to look to for the time being, especially considering Michelle had locked herself in her room.

When the frantic knock on the door finally came, Peter was actually more excited than he was nervous. It was just Felicia. They’d been out together countless times. This time, they were just calling it something else. Smiling to himself, he answered the door, shooing May to go into her room so she wouldn’t embarrass him. The grin on her face was enough to make Peter blush.

Felicia was standing there in her running clothes. At first, Peter felt overdressed until he saw the look on her face. Her hair was ruffled, her clothes were torn, she looked like she’d just survived an attack. Peter tensed before she could so much as speak.

“I’m so sorry, Peter,” she said, her breath hitched and weak.

“What’s wrong?”

“I have to go. I just wanted to say goodbye.” She pulled him into a hug that he was given no time to return. He grabbed her by her wrist.

“Where are you going?”

“There are people coming after me,” she said, her voice faltering.

“People?”

“Thank you for everything, Peter.” With that, she pulled her arm hard to get out of his grip before running down the stairs. Peter hesitated only to consider grabbing his webshooters. When he finally decided to start chasing after her, she was already a flight down. He could just barely see the top of her head as he ran down, chasing her. He jumped down flights of stairs at a time, racing to get to her speed.

By the time he got to the front door, she was running down the block. As he started following her, he could hear her calling out, fighting something. Even at his best speed, he couldn’t catch up to her. He couldn’t even imagine how anyone could outrun him on foot.

Peter ran until he was out of energy to keep running, looking for Felicia all around the neighborhood. She was just gone, escaping him and evidently caught by whoever she was hiding from.


End file.
